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Mélanie Laurent’s second directorial effort, Breathe, is a portrait of what can happen when mean girls go too far. With boys—and men—on the side, the females of the film anchor it with ease, once again proving that a good drama is dependent on everything except the actors’ genders.

Charlie (Joséphine Japy) is a quiet but popular-enough high school student whose home life isn’t so hot: After her parents argue over a perceived infidelity, Charlie’s father (Radivoje Bukvic) walks out, leaving her mother (Isabelle Carré) depressed and in frequent tears. Charlie’s days brighten, however, when new student Sarah (Lou de Laâge) sits next to her in class. Sarah smokes, has long wild hair, and recently moved back to France from Nigeria, where her mother worked. She’s an exotic creature to the school’s bored teens.

Sarah and Charlie become fast friends, with Sarah sharing her sophistication with the usually scrubbed Charlie in the form of lipstick, sexy hair, and dance clubs. Sarah’s so magnetic, even Charlie’s mother likes hanging with her.

But beware the story-telling stranger. Her highs are likely to eventually be accompanied by some serious lows.

The first wrinkle in the girls’ relationship comes when Sarah joins Charlie’s family (sans Dad) for a seaside vacation. Charlie introduces her to someone as “my classmate” instead of “my friend.” Immediately, Sarah’s mood sours, and she hangs on to that moment as if Charlie had just humiliated her in front of their entire school. Even though they’re friendly again soon after, things are never quite the same.

Then Charlie really does humiliate her—in Sarah’s mind—in front of their friends. Charlie subsequently discovers Sarah’s truth and approaches her with sympathy. But the gloves come off.

Breathe proceeds like a platonic (or is it?) teen version of Fatal Attraction. Sarah gets revenge in both little and big ways every chance she gets—slanderous graffiti here, gleeful spilling of secrets there. Charlie just scowls and sullenly goes about her days; as her onetime best friend (Roxane Duran) points out, “She treats you like shit and you do nothing.”

Laurent and Julien Lambroschini adapted the film from a novel, and Laurent delicately balances portraying a sense of menace and hurt feelings while not trafficking in the melodramatic. (In one such scene, Sarah continually prank calls Charlie while she’s doing homework. Charlie, shot from behind, seemingly just turns off her phone and continues, but a tear drops on her paper.) The title refers to Charlie’s asthma; her short-breathed moments are also the only indications of apparent panic, but her general cool-headedness suggests that these are medical episodes, not psychological.

This holding back, both Charlie’s and Laurent’s, gives the final scenes an elegant wallop. Throughout, there is a bit of sexual tension between the girls, who are quite affectionate and snuggle into each other like lovers. There’s even a kiss; it happens during some joking, but it’s unclear whether one or both of them wants more. Regardless of the nature of their feelings, their seemingly innocuous fallouts build to an inarguably passionate end. It’s sudden and shocking, and leaves everyone needing to take a few deep breaths.

Breathe opens today at Angelika Pop-Up at Union Market