At last September’s TIFF world premiere of Honey Bunch, star Grace Glowicki was nearly ready to give birth, looking radiant alongside her husband and co-star Ben Petrie. They were there representing someone else’s vision of a troubled marriage while their own film, Dead Lover, played Midnight Madness down the street. Now, months later, Honey Bunch arrives on Shudder, and it’s just as deliciously uneasy on second viewing as it was in that packed Toronto theater.

Directors Madeleine Sims-Fewer and Dusty Mancinelli, the duo behind the must-see Violation, channel Rosemary’s Baby and Don’t Look Now for this subdued 1970s psychological thriller. Diana (Glowicki) and her husband Homer (Petrie, BlackBerry, rocking the most ’70s mustache of the year) arrive at a gothic countryside estate for an experimental treatment after a car accident left Diana with severe memory loss. She walks with a cane. She can’t remember what happened. The mansion is gorgeous, and for a short time, she appears to be the only patient. In every room hangs a portrait of the same unsettling woman. Putting it in plain cinematic terms: Something is very wrong here.

The film keeps you perpetually uneasy, never tipping its hand about where it’s headed. Farah (Kate Dickie, Prometheus, one of our great character actresses) runs the facility alongside her murmuring husband Delwyn (Julian Richings, Beau is Afraid), and she plays both sides of a particular coin so effectively you’re never sure where it’s falling. When a new patient arrives, the teenage Josephina (India Brown, That Christmas), accompanied by her father Joseph (Jason Isaacs, Juliet & Romeo), the atmosphere shifts. Their warmth makes Diana’s growing distrust feel even more unnerving.

Glowicki and Petrie’s real-life chemistry translates into something thorny and tender onscreen. Petrie’s Homer is a shifting kaleidoscope. His tears seem real, but you’re never certain what he’s actually crying about. Glowicki has to go to some truly harrowing places, swinging from one emotional extreme to the other, and she does it with a moxie that you are compelled to follow. Dickie continues to prove she elevates everything she’s in, and Isaacs adds real weight to the mystery of what it all means.

Sims-Fewer and Mancinelli aren’t shy about their influences. The characters themselves joke about “Mrs. Danvers vibes,” and there are shades of Shirley Jackson woven throughout. But the filmmakers aren’t burying their inspirations; they’re placing the film in conversation with them. Cinematographer Adam Crosby shoots with vintage 1970s lenses (the same used in Barry Lyndon and Taxi Driver), achieving a moody yellow haze that feels like peeling back the stiff wallpaper on a brittle memory. The zooms, the sepia tones, and production designer Joshua Howard Turpin’s lush world of prescient rabbit imagery and creepy oil paintings all work together to burrow under your skin.

Then the final stretch happens. After building tension with such precision, Honey Bunch swerves into a mean-spirited ugliness that felt like a betrayal on first viewing and still stings on rewatch. The film had a lovely note to land on and refused to take it. That said, the reveal raises genuinely interesting questions about how far love can twist into selfishness, and how disability gets viewed through the lens of scientific desperation. I just wish it trusted its own gentler instincts.

Ambitious, atmospheric, and deeply unsettling for most of its runtime, Honey Bunch features a real-life couple making fictional marriage feel dangerously alive. Even when it stumbles in its final act, it’s the kind of film that follows you out of the room and waits in the hallway.