Ian MacAllister-McDonald couldn’t bear to watch his feature debut again. Still to premiere at Fantasia Fest in Montreal this time a year ago, he, like any director, had seen it at least a hundred times before to the point where all the scenes that he poured his heart into now felt hackneyed and the sharp jokes he crafted for his heroes, a pair of outcasts who don’t feel so alone in each other’s company, now felt dull.

“There was a seven or eight-month gap between when we finished editing it and when it actually premiered at the Fantasia Film Festival and those were some really dark months,” MacAllister-McDonald recalled recently. “There was no way to dislike this movie more than I did when it was finished. If there was anything good about the movie, it was totally lost on me and it really took seeing it with an audience to go, ‘Oh, there are parts of this that work.’ That’s how I found my way back to the film. Watching the way my relationship to the movie would change over time was a surprise.”

Upon seeing “Some Freaks,” you couldn’t imagine it any other way. MacAllister-McDonald’s first feature is hard to put your finger on, though it wraps its arms around you almost immediately in detailing the tempestuous relationship between Matt (Thomas Mann) and Jill (Lily Mae Harrington). Having both developed a thick skin to compliment their other particular physical traits – Matt has just one eye, with the other covered up with an eyepatch while Jill has issues with her weight, the pair meets as lab partners ready to dissect a pig and eventually take the time to find out what’s underneath the surface of each other, something few others ever seem willing to do. Yet the dynamics change when they become romantically intertwined and once more when they strive to become more conventionally attractive, an evolution that MacAllister-McDonald cleverly allowed to happen over a production schedule that spanned 10 months with a six-month break in between. As Matt and Jill become prettier, things get uglier between the two as they hold onto the memories of who the other was and grapple with their own feelings about their evolving self-profile.

Still, the beauty that no one can question in “Some Freaks” is how the film unfolds, soulful in how both the writer/director and his two stars Mann and Harrington bring emotions that Matt and Jill have buried deep inside themselves as protection to the fore. Rappelling from their final days at Benjamin Franklin High in Rhode Island to their freshman year of college, the film charts the highs and lows of what culminates into undoubtedly a defining moment in the two’s lives so sensitively that the gravity of each step towards getting there can be felt deeply impressing itself onto who they’re meant to become. Shortly before “Some Freaks” rolls out in theaters, MacAllister-McDonald spoke about how occasionally ignorance was bliss in crafting such a distinct first feature, drawing on personal experiences to make it feel so authentic and some of the best advice he received before making it.

Thomas Mann and Lily Mae Harrington in "Some Freaks"How did this come about?

I’ve always had a soft spot for coming-of-age movies and it was a combination of wanting to write something that more closely reflected the experiences that I had than some of the things that I had been seeing lately, but also [reminiscent of] some really great coming-of-age films that I feel like have been forgotten. So there’s a bit of autobiography in the film – not just of me, but of friends growing up and people that I was close to, but [there’s also] wanting to build upon the other films that I had fallen in love with.

As far as the production itself, there’s a few people that made this all happen, one of whom was Lovell Holder, the main producer on the film. We met [when] he was getting an MFA in acting at Brown and I was getting my MFA in playwriting there and after graduating, he ended up moving to Los Angeles, I stayed back at Rhode Island. He’s a great actor and I would send him scripts – sometimes they were plays, sometimes they were screenplays and I sent him the first draft of this. He really liked it and at the time, he was working for a producer named Clark Peterson, who ended up stepping on as an executive producer. I had worked as an intern for Neil LaBute and he ended up helping us out in various ways and little by little, we assembled this team of people who basically agreed to help us for nothing and the movie came together that way.

And you film in Rhode Island – did you write with certain locations in mind?

It’s just a gorgeous city. I spent a lot of time just walking around those streets and falling in love with the diners and the bookshops and the weird little, off-the-road places. There’s a scene where Matt and Jill are throwing empty bottles at this big stone wall with a metal grate on it and that was just the place where I would go and sit and think when I was in school. I was actually really excited to see that same location used in this indie film called “Donald Cried,” which came out a couple years ago and was really wonderful.

Lily Mae Harrington in "Some Freaks"It’s unusual for any production these days to be able to build a break of any size into the shoot, let alone a six-month one so Lily Mae Harrington really could go through the physical transformation that Jill does. How did you manage?

It’s funny. People have told us that since and I guess I never really thought there was much of an option. The film is trying to offer a slightly more realistic – at least in my perception – look at these characters. And I remember early on, we went around and met with various production companies that I’m sure were not really interested in the script, but they offered to give us advice or help us out and the vast majority of them said, “So you’re going to get slim 18-year-old and put her in a fat suit, right?” And it’s like, “No, no, that’s not what we want to do.” It was just never part of that plan that we’d do it any other way. I think the fact that I never made a movie before was the only thing that allowed me to barrel into this production style as confidently as I did. I don’t think I realized how many things can go wrong until I was actually in the middle of it. Then it was like, what if she doesn’t lose the weight? And oh, a bunch of our crew got nabbed by bigger productions and now we have to re-crew. There were all these things that in the beginning were honestly just me being naive, but which ultimately in the long run, maybe the fact that the producers and I decided to stick to our guns and actually deal with that six-month gap helped the film.

There’s a real endearing, handmade feel to this – was it conscious not to look too polished?

I think I scared away a couple of [cinematographers] early on because the conversations that I was having with people were I want to find a way to make the film follow a similar visual arc as the characters experience. Essentially, the way I put it to a lot of people was that I want the first half of the movie to look visually rough, where it’s a lot of handheld shots, going in and out of focus and the colors are very muted, and then the second half of the film [where again] like the characters, it’s a little more clean and polished and conventionally beautiful. Suddenly, there’s steadicam and tracking shots.

My DP Joe Zizzo and I watched “A Woman Under the Influence” and films by the Dardenne Brothers, a German film called “Requiem” — they’re gorgeous movies, very beautifully shot, but they’re not in the same way a Spielberg movie is beautifully shot. They have that documentary feel and that’s absolutely what I was going for. Even if you have very physically and emotionally grounded characters, if the scene is too conspicuously well-lit and well-photographed, it’s just a reminder that you’re watching a movie. A movie that I screened for the actors early on was “Welcome to the Dollhouse,” which is one of my absolute favorite films, but between the soundtrack and the photography and the hyperstylized set design, you really never forget that you’re watching a movie. Whether or not, I succeeded there, I can’t really say, but the goal at least was to have people fall into the reality of the situation.

Thomas Mann in "Some Freaks"That’s interesting because like Dawn Weiner in “Welcome to the Dollhouse,” you’re crafting characters with a very distinct look. Did you have those characters visually in mind from the start?

I had a rough idea of what they were going to look like. I really knew that I wanted Matt to be this thin, gangly kid with an eyepatch and I wanted Jill to be plus-sized with this punk sensibility, but beyond that I really didn’t have a specific [idea]. It was my girlfriend, actually, who suggested that maybe [Jill] should shave half her head, which was a really cool, bold idea and our costume designer and production designer collaborated to come up with that wonderful jacket that she’s wearing that just covered in patches. Those are little things that I really think flesh the character out in a way that I never would’ve come up with on my own.

One of the lines in the film that really resonated with me was the use of “Have a beautiful day” as an epithet to end a confrontation, used first against Jill and then used by her to someone else. Is there a backstory to that?

I can’t remember the moment I wrote the line or which draft it came in, but the impetus behind it was when Jill first encounters that girl in the hallway, the instinct in writing that other teenage girl is “Well, she’s going to say something shitty” because someone’s talking back to her and at the same time, that doesn’t seem like an obvious choice. The really cool thing is to just dismiss her out of hand to more or less say that you’re not worth the insult and to walk away. The movie is in part about how this emotional abuse has this cyclical nature to it – what someone says [that] to hurt her, you may very well saying to hurt someone else a few months down the line. And it’s weird because it’s of one of these lines that on the surface, if you were just to read that as an excerpt of the film, you’d think that’s just harmless and innocuous, but in the proper context, it’s actually fairly degrading.

Thomas Mann and Lily Mae Harrington in "Some Freaks"As a first feature, was this what you thought it would be?

There were a lot of surprises making it. And a lot of the surprises in retrospect were mundane. Before shooting the movie, I moved to Los Angeles so that we could cast and actually get production going, and while I was out here, I met Stuart Gordon, who directed “Re-Animator” and “From Beyond,” which are some of my absolute favorite films, at a theater party. I ended up saying, “Hey, we should get lunch” and we went out and talked about his career and some of the movies that he made that I love and at a certain point, I said, “Hey, I’m about to make my first feature. Is there any advice that you would give me as a first-time director?” He thought very carefully about it for a moment and he said, “Yeah, wear comfortable shoes. That’s really important.” At the time, I thought what a bizarre piece of advice. But he was exactly right. You’re on your feet a ton. Your legs are going to hurt. Your back is going to hurt. Making movies is incredibly physically demanding and that little detail is not a thing I would’ve ever thought about beforehand, and yet when I listen to directors give advice now to young filmmakers, it’s funny both often that stuff comes up and when it doesn’t, how neglectful it feels that they’ve left that out.

“Some Freaks” opens on August 4th in limited release, including in Los Angeles at the Music Hall. A full list of theaters and dates is here. It is also available on VOD through Amazon Video and iTunes.