Me and Earl and the Dying Girl may, upon first blush, seem like a manipulative, tear-jerker about the friendship between an anti-social high school senior named Greg (Thomas Mann) and Rachel (Olivia Cooke), a fellow classmate who’s been diagnosed with cancer.

Thankfully director Alfonso Gomez-Rejon, writer Jesse Andrews (adapting from his own book), and an inspired ensemble and crew brought something entirely different to the equation.

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For director Gomez-Rejon, the movie’s narrative helped him process the loss of his father. Although he found temporary comfort in directing television (American Horror Story, Red Band Society), working on Me and Earl and the Dying Girl was a “deeply personal” experience for the filmmaker:

I was supposed to be grieving but I couldn’t even face it. I became a kind of shell of a person that I was, but TV really kept me alive. I was shooting. I was getting structure. I was around people. I love a set. I will always consider myself a PA (production assistant) – I love it. But I was drifting away from the person I was. So (Me and Earl and The Dying Girl) was a way to get back in there and then, by the end of the film, take Greg’s journey with (me) and hopefully be on the mend. It was a chance to make a personal film at first – and that’s why it was so different.

I asked Gomez-Rejon, who cut his teeth working as a personal assistant to Martin Scorsese, Nora Ephron, and Alejandro González Iñárritu to break down a specific scene between Greg and his teacher Mr. McCarthy (Jon Bernthal). During the sequence, Mr. McCarthy relays to Greg that “life can keep unfolding itself to you as long as you pay attention.”

For those who haven’t seen the movie, I won’t spoil the actual context of that specific scene. Though the opening chapter of the film features its share of visual (and deliciously frenetic) flourishes from Gomez-Rejon and cinematographer Chung-hoon Chung, the conversation between Greg and his teacher is unadorned and, by framing it with an ample amount of subtlety and simplicity, the moment is captured to heartbreakingly full effect.

In the clip below Alfonso Gomez-Rejon breaks down how he shot the Mr. McCarthy/Greg Scene:

Me and Earl and the Dying Girl is now playing nationwide.