Trying to run away from her downtrodden life, a naive 19-year-old tomboy heads for Florida in a rusted rattletrap with nothing but an envelope of cash and vague dreams of being a marine biologist in this indie sleeper that won an audience award at this year's Sundance Film Festival.

When her car falls apart on the roadside, Alice (newcomer Emily Grace) is rescued by an extra-extroverted Southern-folksy couple in a monster RV (Judith Ivey and Bill Raymond) who offer to take her the rest of the way, but begin pampering her in ways (buying her tarty dresses and new makeup) that soon make the girl very uneasy -- as if they recognize a young woman with no options when they see one.

Writer-director A. Dean Bell's handheld digital-video style and frequent single takes have a shoestring-budget feel but truly tap into the raw nerve of Alice's despair (helped along by flashbacks to the beleaguered life she left behind) and bring an extra air of menace to the lecherous men she sees at every truck stop -- where her overly friendly traveling companions matter-of-factly reveal their means of sustenance.

Grace perfectly personifies her character's teetering on the edge a ruinous lifestyle abyss, but Bell provides an underlying hint of hope that ultimately gives the film an affecting poignancy.