A couple is having difficulty in their marriage. No wonder, since she is not sexually attracted to him and he is sleeping with her sister. Then we enter his old college friend, who is no longer anything like him and has developed a weird fetish for filming women. Sometimes people break down.

I have heard this is the film that made Soderbergh's career and also pushed James Spader, Peter Gallagher and Andie MacDowell. I can see why. MacDowell has a very reserved character here, yet her range is quite good. Gallagher plays a jerk, and his eyebrows are half the size they are in "While You Were Sleeping" (I guess they grow when you get famous). Spader, who excels in such films as "Stargate" and "The Secretary", is at home here -- the nerdy, yet somehow attractive introvert and minimalist. He is in the late 1980s and early 1990s what Adam Brody is for us today (2007).

While much of the plot revolves around the affair, that is not really very interesting. A man cheating on his wife isn't really strange and even a man sleeping with his wife' sister isn't unheard of (though a bit gross in my mind). Spader's character shakes things up... the "videotape" third of the title is where the movie stands out from other such films. Confessions, secrets and intimacy over a home video system... no other film does this. And maybe you'd say "why would they?" but when you seem how raw the emotion is when done by home video, you'll see what the big screen cannot offer.

I can't pinpoint what sold this film for me. I just became very engrossed in it, with its character-driven plot (and with such great actors, there's no need to worry if a character-driven plot will work. It will). Some parts are predictable (you know in the first few minutes the marriage is falling apart),but much of the film is anyone's guess: who will get punished, will new love spring up? It's a very beautiful expose of the human drama and of human emotional versatility.

I recommend this film to you. Check it out... probably not when the kids are around (although the language and nudity are surprisingly tame for a film with this subject matter). It's probably not what you expect it to be...

Ann Bishop-Mullany (Andie MacDowell) is a sexually repressed neurotic in therapy. Her husband John (Peter Gallagher) is having an affair with her sister Cynthia Patrice Bishop (Laura San Giacomo). His old friend Graham Dalton (James Spader) comes by for a visit. Graham likes to videotape his interviews of women talking about sex. He videotapes Cynthia leading to everyone re-examining their relationships.

Director Steven Soderbergh delivers a talkative slow boil that bubbles up emotional chaos. The frank verbal sexuality is quite a jolt. James Spader brings his usual slightly creepy character. The four differing personalities energizes this movie. Soderbergh lingers which gives the movie a great voyeuristic feel at times. The film is mesmerizing and is never dull.

The opening scene in "Sex, Lies, and Videotape" has Ann Mullany (Andie MacDowell) talking with her therapist about all the garbage that humans produce. Where are we going to put it all, she asks. One might say that the irony of her talking about garbage is that she never looks at the garbage in her personal life. Married to a philandering executive (Peter Gallagher) - who's having an affair with her sister (Laura San Giacomo),no less - Ann lives a sexually repressed existence, and spends her days cleaning her house, a clear sign of no fulfillment in her life. But that might all be about to change, now that she's met Graham Dalton (James Spader).

Steven Soderbergh made a great directorial debut here, leading to the prolific career that he has now (including executive producing "Syriana" and "Good Night, and Good Luck"). The cast members all do a great job with the roles, and the script is laid out perfectly. A great movie.