Women get a fair shake on screen from the American directors Alexander Payne, in "The Descendants," and Whit Stillman, in "Damsels in Distress." But to get a fair shake behind the camera it looks like women need to go to some other country. Like Canada.

Sarah Polley, for example, the Canadian actress and director, is one of several non-American women who have outstanding films in the festival. She follows up her "Away from Her" (2006), a devastating portrait of an Alzheimer's sufferer for which she was nominated for a screenwriting Oscar, with "Take This Waltz," shot here in Toronto. It's an achingly authentic, often funny, sometimes awkward look into what women really want.

Women like Margot (Michelle Williams), an aspiring writer who makes ends meet grinding out PR pamphlets about tourist attractions in Nova Scotia. What does Margot want, at least in the choice of a companion?

The options include Daniel (Luke Kirby), the dark, lean hottie whom she meets cute (and meets creepy, too, to be perfectly honest) at the airport: he's your typical starving artist by night, rickshaw driver by day. Daniel poses an alternative to Margot's husband of five years, Lou (Seth Rogen),


a jolly, good-natured cookbook writer (chicken exclusively). As you might expect from a Seth Rogen kind of character, he's more like a grab-assing best buddy than a romantic partner.

So clearly, what's happening here is that Margot is choosing between a perpetual childhood that consists of goofing round and enjoying endless, well-prepared poultry dishes on the one hand, and an exciting, threatening adulthood that involves edgy sex, a cool, spacious, surprisingly affordable loft, and music by Leonard Cohen, on the other. The decision, then seems inevitable, but if it were up to me, I'd go with Rogen's character, because he seems like a lot more fun, and, frankly, Kirby's Daniel comes off as sinister and unwholesome.

Given these elements, plus a heavy hand with symbolism (eg: Margot must use a wheelchair to make connections at airports because she's "afraid of being in between things"), "Waltz" might have devolved into something precious and schematic. But Polley has a keen eye and ear for the silences and gestures that shape intimacy and estrangement. And the cast - especially Williams, who inhabits the grey area between child-like exuberance and grown-up resignation better than anybody - embody these characters with vitality, humor, and an abiding sadness.

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