Two Girls and a Guy Starring Robert Downey Jr., Heather Graham and Natasha Gregson Wagner Written and Directed by James Toback Website: www.foxsearchlight.com/twogirls/

IN SHORT: Almost perfectly brilliant.

It would not be incorrect to say that Two Girls and a Guy has the look and feel of a grad student film project. Like those incredibly low budget films this one is simple to the extreme. Three actors work on, essentially, one set. The film is grainy and the sound recording sucks. The story, of two women who simultaneously decide to surprise their boyfriends only to find that their individual boyfriends are one and the same person (a habitually unemployed actor returning from LA) is pretty much laid out in the title.

Because of the limitations, the piece is written up the wazoo. Mountains of dialog spew from the character's mouths sounding like the kind of philosophical conversations held by collegiate students fueled by a couple of bongs or really fine Thai stick. It comes fast and furious and when you least expect it there's a zinger or two that will split your sides. The grand surprise is that writer/director James Toback has created three very real and three dimensional characters and has cast actors that take the ball and run like the wind.

Working in real time, Toback delivers a film which is fast, funny, filthy (the four letter words fly like buckshot from a double barrel) and intensely sexy -- physically and mentally. Robert Downey Jr.'s performance as Blake Allen, the two-timing, lying, scoundrel is transfixing. His character inhabits a New York loft which, like the apartments on TV's Friends is probably way beyond his means. But the inordinate amount of space allows the guy to sing, to spiel, to mug in the mirror, to perform to his hearts content all the while thinking he is alone. He's not, of course. The pair of girlfriends, Karla (Heather Graham) the quiet, sensitive and sexually agressive type, and Lou (Natasha Gregson Wagner), a motormouth have broken into the boyfriend's apartment. They eavesdrop as he swears undying devotion to each of them in phone messages, and then slowly twist the knife as they surprise him and call him out on his infidelities. The story will touch most permutations of the sexual combinations that you can think of as the film unwinds. Fairly quickly, there is a gunshot and the women crack open a bottle and start drinking. Long before you get to this point, and it comes early in the film, things begin to rock.

Both Graham and Wagner (who bears an uncanny resemblance to her mother, the late Natalie Wood) deliver complementing performances. Wagner flirts. Graham seduces. Downey backpedals like a master and goes down in flames as a second subplot involving his mother is worked into the story.

On average, a first run movie ticket will run you Eight Bucks. Were Cranky able to set his own price to Two Girls and a Guy, he would have paid . . .

$6.75

For those of you in or just out of film school, this would be pretty close to the perfect 8. Two Girls and a Guy doesn't fit most of the categories I could easily drop it into. It's not a perfect date movie. It's not a specific chick or guy flick. What it is is, at times, brilliant. Dialog and characterizations and individual performances; all brilliant. Highly recommended.

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