Watch Michael Shannon Descend Into Madness in 'Take Shelter'

When you watch Curtis (Michael Shannon) stand in his driveway and eye a mountain of dark clouds roiling the horizon over his Ohio small town, you've seen enough movies to expect something ominous. When he finds the first spattering of raindrops brown and oily on his fingers, you're sure of it; the eerie, tinkling horror-style score only seals the deal. When his wife Samantha (Tree of Life's Jessica Chastain) and hearing-impaired daughter Hannah (Tova Stewart) are untroubled by any atmospheric ominousness, and the sky is blue moments later, you suspect that all isn't what it seems. The conditioned response that you build up after years of watching the same things happen in film after film kicks in, setting you up for some sort of supernatural thriller. But what you actually wind up watching as writer/director Jeff Nichols' Take Shelter unfolds is far more quotidian, but also far more powerful.

Indeed, in many respects Take Shelter is ordinary in a way you don't see much in American films. Blue-collar householder Curtis' clothes clearly come from a discount store, not a wardrobe trailer, and his pickup is an unglamorous late model, not a Hollywood vintage ringer. The folks who gather around Curtis and Sam's cramped dining room table for Sunday dinner after church look like folks who might live in a small town in the Midwest rather than spending their days at auditions. Nichols' take on Curtis and his life is so thoroughly down to earth that when Curtis starts having horrific dreams—balanced perfectly between ordinary imagination and deep-id dread—it's extra unsettling, for you and for him. His visions of apocalyptic storms and those closest to him turning against him mount, and he starts rebuilding and expanding a disused storm shelter dug into his backyard.

The best movies often teach you how to watch them, how to understand them and their stakes. Take Shelter makes you watch patiently as Curtis' distraction and anxiety grows, and slowly reveals that there's a history of mental illness in his family. And it makes you watch as Curtis takes a stoic's approach to his problem. He checks out medical texts and reads them alone in the shelter. Increasingly desperate, he asks his family physician for a referral, but settles for a local counselor (Lisa Gay Hamilton) over the psychiatrist several towns over, due to expense and distance. (You sniff for a subtext in the recessionary setting, but turn up nothing.) He visits the counselor with his books and, in an extraordinary scene, diagnoses himself, illustrating to her, and you, just how out of touch with ordinary reality he's becoming. While you watch Curtis wrestle with his mounting anxieties in secret, Sam plots the family's annual beach vacation and tangles with his company's insurance so that Hannah can get a cochlear implant. Every little piece of info you're given matters, even if its payoff winds up surprising you as much as it does Curtis. And as it progresses, Take Shelter makes you watch as Curtis, step by step, with his customary diligence, sets about thoroughly ruining not just his life, but Sam's and Hannah's too.

Nichols has but one previous feature to his credit, an obscure 2007 indie called Shotgun Stories, and Take Shelter will likely make you want to go rent it immediately. One measure of his achievement here is that it's hard to know which to praise most: his subtle, beautifully thought-out script or the work he gets from the cast that takes it on. Shannon's made something of a career out of playing "crazy" (Bug; Revolutionary Road; My Son, My Son, What Have Ye Done?; HBO's Boardwalk Empire) but he does something entirely different here. His Curtis isn't "crazy," in the typical Oscar-baiting sense, which makes it even harder to watch him watch himself lose it, to watch him know that he's losing it. On the page, Sam could be just another spunky hometown sweetheart in cutoffs, but Chastain locates ready access to both the character's iron backbone and her soft heart. (Nichols' camera often stays on her during confrontations, subtly allowing Take Shelter to become her story too.) Boardwalk Empire's Shea Whigham (as Curtis' best bud Dewart) and Kathy Baker (as his mother) highlight a secondary cast packed with absolutely dead-on performances.

Having crafted perhaps the finest American film drama to emerge in years out of the husk of a straight-to-video premise, Nichols builds to a climax that offers both a big suspense set piece and an emotionally satisfying ending to the story—you'll know it when you see it almost right down to the specific frame. And then he keeps going for a little while longer for a sequence that, while perfectly set up in hindsight, is sure to inspire post-screening discussions and arguments in bars, coffee shops, and blog feeds all over. You're not going to read about it here—count finding out among the dozen or so good reasons you must see this film.

CORRECTION: An earlier version of the story identified Oklahoma as the setting of the movie. It is set in Ohio.