It's been six weeks since her first baby, Jackson, was born by C-section and Kelly (Juliette Lewis), the rebellious heroine of anti-romcom Kelly & Cal, doesn't quite feel up to par.

She's up all hours taking care of Jackson, who won't stop crying. She's always fretting, convinced she's a terrible mother. A recent transplant to the suburbs, Kelly also feels isolated, trapped, and alone.

And to add insult to injury, her husband, Josh (Josh Hopkins), hasn't wanted to make love in more than six months.

"Am I gross to you now?" Kelly asks him.

"You are perfect the way you are," Josh replies kindly. Then adds, "It's hard to think of your boobs like that when they're Jackson's food supply."

Lewis, 41, who has garnered good notices for her work in a string of recent indie pics, including August: Osage County and Hellion, gives one of the strongest performances of her career in Jen McGowan's directorial debut, a sly satire that's sexy, touching, and funny, if seriously flawed.

Overwhelmed and overwrought, Kelly also feels under attack from Josh's pushy, judgmental mom (Cybill Shepherd) and sister (Lucy Owen).

The new mom isn't suffering from postpartum depression exactly but rather a general case of the blahs. (If you need a $5 word for it, call it a mild case of existential ennui.) She's having a midlife crisis, terrified her pre-baby self - the urbane, urban wild child who played bass in a punk rock band - has disappeared.

Kelly is lifted out of her doldrums by her teenage neighbor Cal (Jonny Weston). They meet while she's sneaking a cigarette in the backyard. Breezy, cool as a cucumber, Cal asks her for a smoke and tells her she has exquisite breasts, albeit using slightly saltier language.

Cal is a high school senior whose life took a radical turn when a stunt he performed for his then-girlfriend went wrong and he was left a paraplegic, using a wheelchair to get around. (The accident however, did not unman him, and he's fully capable of sex, as he is quick to tell Kelly.)

Cal is brash, opinionated, crude, and fearless - at least on the surface. Like Kelly, he mourns the loss of his identity. Since the accident left him with only partial motor control of his hands, he can no longer paint - making his art-school scholarships useless.

He's smitten with Kelly, who offers him that rare thing, a friendship of equals.

For her part, Kelly is flattered by the boy's attentions - and awed by his uncanny ability to put her baby at ease.

Friendship? Tender love affair? Torrid, taboo-breaking sexual liaison? Where will these characters take us?

For all its frank sexual language, Kelly & Cal is hardly revolutionary or shocking. It drags in the second act and has an ending so obvious, you can smell it from the opening scene. But it does a fine job of following Kelly and Cal's odd, flirtatious friendship as it draws inexorably closer to a line that should not be crossed.

Kelly & Cal *** (out of four stars)

Directed by Jen McGowan. With Juliette Lewis, Josh Hopkins, Jonny Weston, Cybill Shepherd, Lucy Owen. Distributed by IFC Films.

Running time: 1 hour, 47 mins.

Parent's guide: Not rated (language, nudity, sexual situations, smoking).

Playing at: PFS Theater at the Roxy.