Ally Sheedy stars as Lucy Berliner, a once-famous photographer, whose career has been revitalized when she meets Syd (Radha Mitchell), a beautiful young assistant editor for a prestigious photography magazine. Withdrawn from the art world, Lucy is reawakened by Syd who offers her the hope of escaping her drug-filled world. Before Syd realizees it, she is drawn into Lucy\'s seductive and dangerous mix while forced to make choices she never imagined.

Ally Sheedy and Radha Mitchell deliver two superlative performances.

Syd, (Radha Mitchell), has recently been made assistant editor at Frame, a New York photospread magazine, though her (male) boss treats her as a bit of a dogsbody. She lives with James (Gabriel Mann) in a small apartment. Her life changes when she visits the apartment upstairs and meets Lucy (Ally Sheedy), a once famous photographer who lives there with her German lover, Greta (Patricia Clarkson), and who hosts regular drug taking get togethers with her mostly gay friends. Syd finds herself attracted to this environment, and especially to Lucy.

Lisa Cholodenko`s first feature film centres on two superlative performances, from Ally Sheedy as the angular, jaded Lucy and, especially, Radha Mitchell as the vulnerable Syd. Unfortunately, Patricia Clarkson`s Greta is rather unconvincing - she`s supposed to be a former member of Fassbinder`s company - and Gabriel Mann`s James makes no impression at all, so the odds are rather stacked against the partners of the principal characters. While I was very impressed with the two main performances, and with individual scenes involving Sheedy and Mitchell, I found the film as a whole rather unconvincing.