I often find myself thinking about memory and how it slowly becomes more of a feeling than a thing you can actually relive. It’s also a double-edged sword; we can relive some of our happiest, most wonderful memories—but at the same time we’re often forced to remember the absolute worst. Kenneth Lonergan’s Manchester by the Sea is a film about memory and the attempts to escape it. As we all know—unless you’re in Eternal Sunshine of the Spotless Mind or have enough booze to blank it out—memories, especially the most powerful, cannot be forgotten.

Taking place in the present and hopping back occasionally to a decade prior, the film follows Lee Chandler, a crotchety handyman who has to deal with insufferable tenants all day, a lonely apartment at nights, and often a bruised hand as he flies off the handle and drunkenly assaults bar patrons who simply look at him the wrong way. Lee is miserable, but only more so when he learns that his brother has passed away. So Lee hits the road to his hometown, Manchester, a quaint harbor town seemingly stuck in time, only to find that his brother has selected him to be the guardian of his high-schooler son, Patrick and that the scars of his past are still present.

There’s already a lot of pain in the movie with the passing of Lee’s brother, but the reasons for Lee’s exodus from the town prove to be nothing short of devastating. Though I won’t discuss them here, Lonergan’s script never pulls a single punch as each and every scar gets ripped wide open in Lee’s grieving process.

Casey Affleck, who I’ve read is apparently completely “out of his brother’s shadow” now after this film—which, by the way, is a total lie if you’ve ever seen Gone Baby Gone or The Assassination of Jesse James by the Coward Robert Ford—is remarkably stoic and reserved. Giving one of the best performances of his career, Affleck loads Lee up with years of bitter, depressing emotion and keeps them locked inside, ready to burst at a moment’s notice. We don’t know if he’s going to break down and sob, or punch some random person in the face, but we feel deeply for him as his troubled past comes to the forefront.

In his younger years, Lee loved Patrick (played by a superb Lucas Hedges) like a son, but with everything that’s happened since then, there’s a lot of reconnecting and learning the two must do. The two play off each other brilliantly, making their unsteady relationship feel a tender and believable. They both have undergone a serious loss in their life, and they don’t quite realize it.

Lonergan’s script and direction is precise and almost meditative at times. With a length of nearly 140 minutes, Lonergan really takes care in establishing his character’s, town, and feeling. A film of shorter length would’ve resulted in emotions forced out of its actors by the story itself, not the performances. Affleck, Hedges, and the ever-wonderful Michelle Williams (as Lee’s ex) evolve naturally throughout the film and allow their talents as performers to create the feelings we need instead of the story itself. It’s a masterclass in acting, even more-so when you consider that the entire film is about grief and mourning.

Understated, powerful, and wholly unforgettable, Manchester by the Sea is a masterwork of acting thanks to its lead performers and a daunting third film from Lonergan. A film about life, it makes you feel things you probably don’t want to, but it also can make you laugh and smile. Few films can do that; this is one of them.