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‘What They Had’: Beautiful Chicago drama brings out the best in world-class cast

As his wife of several decades (Blythe Danner) loses her memory, Burt (Robert Forster) refuses to trust her care to anyone else in “What They Had.” | BLEECKER STREET

The Chicago in “What They Had” is a Chicago of snow and cold, of a church and a bar.

Those are touchstones of a very familiar Chicago — and yet in this film nearly every setting has a distinct, almost dreamlike, hazy quality.

It’s as if every scene, whether set in the present or in the past, feels like a memory.

There’s something quite beautiful and quite melancholy and sometimes achingly relatable about the tone of writer-director Elizabeth Chomko’s lovely and memorable “What They Had,” which is based in part on the Chicago-born Chomko’s own family history.

The story begins with a sequence that looks like a fairy tale gone wrong. Blythe Danner’s Ruth, a great and dignified beauty of a certain age, wakes in the dark and begins to walk down a deserted, snowy street, seemingly disappearing into the abyss.

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Turns out Ruth has Alzheimer’s, and on this particular night, she walked to Berwyn, got on a train and wound up in Aurora. It’s a miracle she survived.

Ruth’s husband, Burt (Robert Forster), an old-school military veteran and unquestioning Catholic who has been with Ruth since they were teenagers — a love affair spanning more than a half-century — is in deep denial about the severity of her condition.

When it’s suggested Ruth might be better off in an assisted living facility, Burt says with simplicity and force: “She’s my girl. You can’t take my girl away from me.”

For Burt, it’s that clear-cut. Nobody else is going to take control of caring for Ruth.

The invaluable Michael Shannon is Nicky, the middle-aged son of Burt and Ruth, who has been butting heads with his father for decades now, mostly because they’re so alike in their Chicago stubbornness.

Nicky owns and operates a tavern called Nick’s; Burt insists on calling Nicky “a bartender” and has never even set foot in the place. Nicky is a lifelong bachelor who has never married because it never felt exactly right; his father waves off that nonsense and barks, “There’s no bells or whistles! You find someone you can stand and you make a commitment.”

Despite all the father-son bickering, it’s Nicky who has stayed close to home and has put in the hard, day-to-day work of helping Burt and Ruth, whereas Nicky’s sister Bridget (Hilary Swank) long ago fled to California to make a life of her own. But with Ruth’s condition worsening and Burt dealing with his own medical issues, Bridget returns home to lend support, with her brooding college-age daughter Emma (Taissa Farmiga) along for the trip.

One of the many things “What They Had” gets right is the back-and-forth between grown siblings, who can quickly fall into long-established dynamics even if they haven’t seen each other in a long time. Nicky and Bridget love each other, and they have that certain shorthand that’s unique among adult brothers and sisters. That can lead to great and sometimes wickedly dark laughs, and some priceless inside-joke moments — but it also means they won’t waste time giving each other grief, just like they’ve always done. Bridget swoops in and immediately thinks she knows what’s best for the family, while Nicky resents Bridget for leaving him with the heavy lifting all these years.

Tough decisions loom for all involved in this story. To its everlasting credit, “What They Had” remains uncompromising while also giving these essentially decent people the fates they deserve.

Chomko (a fine actress in her own right) has written a script so good and so rich and so actor-friendly, we understand why this world-class cast was drawn to the material.

Shannon and Swank are sensational. Not to take their respective talents for granted, but it would be an upset if they WEREN’T great in these wonderfully written roles.

Blythe Danner does a remarkable job of conveying Ruth’s irreversible path into total memory loss without turning her into a movie-of-the-week cliché.

Most notable of all: Robert Forster’s career-crowning performance as Burt. From his work in the groundbreaking, Chicago-centered “Medium Cool” in 1969, through endless TV shows and movie roles in B-movies such as “Alligator,” and prestige projects such as “Jackie Brown” and “Mulholland Drive,” and arguably the best episode of “Breaking Bad,” Mr. Forster has always delivered the goods.

He’s never been better than he is “What They Had.”

‘What They Had’

1⁄2

Bleecker Street presents a film written and directed by Elizabeth Chomko. Rated R (for language including a brief sexual reference). Running time: 101 minutes. Opens Friday at local theaters.