Well developed Characters
It is hard nowadays to encounter characters, in TV, film or books that aren't two dimensional, good or bad, strong or weak. What I loved about this film was the love and understanding the writer had about each and everyone of his characters in the film. It is very unique to come across such depth in the superficial Twilight-Chick Flick-Hipster-Fake reality. Even the serial killer got to have his say in the end---it's not my fault, I was raised to hate, and Caroline felt it, she had empathy for him at that moment, even though it sounds weird. The need that everyone had for love, the emptiness and loneliness and darkness was overflowing, and the need to be liked and loved and understood was so realistically universal. I had almost a Donnie Darko flashback with the characters vulnerability throughout the film. I hadn't seen such attention and interest in each and every character since that film.
The performances were brilliant also. I knew Josh Lucas was good, but I was so touched by his performance here like never before. Kat Dennings is absolutely a vision, and Andie McDowell looks even better than when she was young, she is aging very well.
Movies like this one usually turn out to be pretentious, a film school product, an over the top attempt to say something, ending up saying nothing...that's what I was expecting when I watched the trailer to tell the truth. I was actually impressed. The film was simple, to the point, accurate, and sensitive to the character's development. There was nothing ethereal about any of them. They were real, breathing, suffering and hoping. I will be following this director.