Remarkable films are rare, and of those you think you find likable, how many will be remembered down the road? Among many common errors, photographers are in love with gimmicks and meaningless extreme close-ups, while too many directors fear blank spaces and so fill in everything to leave no room for imagination.

But here comes one -- non-Hollywood -- that actually makes effective use of medium close-ups and manages a tasteful love scene in which body parts are not specifically identifiable; that uses Vermeer light through apartment or train windows, or reflecting off blurred neon, to reinforce character, theme or mood; that dares not to give specifics on similar determinant events in the backgrounds of its protagonists or to posit any clear future for the attractive trio; that is of the city and yet contrasts the winter landscape of northern France with the green of childhood summer there.

Its title from a classic Lou Reed about social outsiders, like Sébastian Lifshitz’ four previous features and shorts Wild Side embraces sexual awakening, intimacy and homosexuality -- and, here, transsexuality. However headline-attracting, nevertheless, sex or sexual orientation is not the subject but, rather, treated as one among other aspects of alienated well-of-loneliness characters, withdrawn yet seeking acceptance, understanding, love in a French society less tolerant than its reputation. Thus, to get the question at once out of an audience’s way, opening credits play against TV-club lyrics (sung by Anthony Hegarty, Reed’s close friend) that ask four times, “Are you a boy or a girl?” and also reveal Stéphanie’s sadness, firm bust and her male member.

Through a mix of the present and abrupt-cut flashback in the man-become-woman’s reveries, the film introduces, fleshes out and enters the world of this threesome. At its center is Stéphanie (in her first film, real transsexual Stéphanie Michelini), born thirty-two years ago as Pierre, only son of a loving rural couple the father of which and beloved sister Caroline were likely killed in some unrevealed accident. In the face of mother Liliane’s (Josiane Storelu) disappointed disapproval, she lives in the capital, plies her trade as prostitute "Natacha,” laughs and learns bocce with the other “girls,” and shares her life and apartment with the two men who are her friends and lovers and, at times, lovers of each other.

First there had been only slender Jamel (Yasmine Belmadi), an assimilated Arab fleeing mother problems in a depressing housing development and sometimes turning tricks out of the train station, indiscriminately with males or females. Then along came hunky Mikhail (Edouard Nikitine, another casting sauvage début), illegal Russian immigrant, possibly ex-military, also dragging unclarified parent issues, and literally picked up at the insistence of a handsome voyeuristic john. Sharing beds, bodies and aloneness -- wonderful medium close-ups of silence -- they are the family that, separately, none of the three has, “a father, a mother and a son,” according to DP Agnès Godard.

Still-attractive Liliane has an attack, is hospitalized and returned bedridden to her solitary crossroads farmhouse, to which daughter/son and Mikhail come at once, the same two-hundred-kilometer trip soon made by Jamel, too. Lifshitz’ goal “to film as close to them as possible, to capture their essence . . . in real life,” is achieved; each cloaked in the mystery that remains in all relationships, the three are real, outcast in obvious ways but living, breathing and sympathetic.

There are moments of reflection and of reminiscence, of eternal pleasures like rolling down hills or half-running up them, of misunderstanding and reconciliation, shadowboxing and boxing lessons and heading a soccer ball. And some fine humor, as in Mikhail’s kitchen exchange with Liliane, neither speaking the other’s language, and with Jamel, who does warm French mistranslations from Mikhal’s good English. There is delight in Stéphanie’s visit to boyhood homosexual lover Nicolas, who accepts the sex change and, married, has named one of his two sons Pierre.

Stéphanie humbly makes as much peace as possible with her dying mother. The physical past can be ripped, sloughed and abandoned like a snakeskin, but memory and emotion remain in these three, in who they (and we) are. Sunlight illuminates them through a window as a Paris-bound train turns. In this well-crafted French film, which U.S. audiences may not take to, the lovers-friends journey back to an uncertain, unspecified future. 

(Released by Wellspring; not rated by MPAA.)