Though it has this certain "Lifetime Movie of the Week" quality about it, The Cake Eaters is one of those films that sneaks up on you a half hour after the credits roll. Pic, which marks Mary Stuart Masterson's directorial debut, is charming when it needs to be, and careful not to become too melodramatic. It's one of those comfortable quiet films where most of the action is non-verbal and the characters rarely ever say what's really on their minds. But when they do, the dialogue is delivered in a way that's so personal, you almost feel like that awkward third party -- the ear that's not supposed to be hearing all this. Set in one of the many small towns of Upstate New York, most of the drama revolves around two families; each dealing with their own separate tragedies.

The Kimbrough's, which consist of Easy (Bruce Dern) and his two sons Beagle (Aaron Stanford) and Guy (Jayce Bartok), are still trying to come to terms with the recent death of their wife and mother. Things become a bit complicated when Guy returns home after disappearing to New York City for three years in search of those rock star dreams. Thus, he missed his mother's slow, agonizing death; he wasn't there when the cancer was at its worst. And he never made it to the funeral. Meanwhile, Beagle was at his mother's side every moment of every day -- even in the end when not even Easy could stomach the sight of his deteriorating wife. Throughout the film, there's this thick tension between all three men; tension that turns to anger once it's revealed to Beagle that his father had been having an affair for years.