The contention in this refreshingly modest, human film is that talk is superior to sex, more personal, more sensuous, and that with our wits we can do things to one another that make sex, that transaction of fluid and self-consciousness, feel simply problematic. Sure enough, this line of reasoning is all a psychological short-game itself. The film is set in Baton Rouge, LA, where it spins a psychological yarn of four thirtysomethings whose sex lives are gravely muddied. One is an attorney named John, married to Ann but no longer sleeps with her. Early on, we hear her telling her psychiatrist that this is no big deal. Sex is just hyped, she finds, weighed against larger matters like how the world is running out of places to put its trash. On the other hand, her husband doesn't find sex so overrated and, naturally, is having a hot-blooded affair with his wife's sister, Cynthia, who has always begrudged her sanctimonious sibling.

An old buddy arrives in town. His name is Graham, and he was John's college roommate. Nobody seems entirely sure what he's been doing since, but he's one of those sorts about whom you don't ask questions like that, as you get the sense most normal people don't want to know. He's risky, not in a brute manner. On the contrary, through his sly astuteness, which appears to get to the bottom of people. He passes through. One day he has lunch with Ann, and they start to toy with their chatting, getting one another going with words gently selected to inhabit the precarious ground between aphrodisia and an offer. She says she doesn't rate sex highly, but then he tells her something that gets her attention: He admits that he's impotent. It is, probably, a basic truth of the human self-image in the sexually active days that most women think they can cure a man's impotence, as most men think they're the miracle worker for a woman's frigidity.

The early scenes of this extraordinarily tasteful and modern piece of understatement are a relaxed, but captivating, setup for the disorder that ensues. The betrayal by John and Cynthia has its natural cost, but the movie and we the audience are more keen on Graham's sexual activities. Incapable of pleasing himself in the customary manner, he records the sexual fantasies of women, and then watches them. This is a style of molestation. He has command not over their bodies but over their psyches, over the skeletons in their cupboards, and I suppose the most titillating sentence in his lexicon is "She's actually telling me this stuff!" Ann is revolted by Graham's leisure pursuitand spellbound, and soon, the two of them are before his camera, in a scene of extraordinary delicacy and impact, both realizing that, for them, sex is just the introduction to their secrets. In fact, Spader's performance throughout the movie is a sort of thrill-seeking. Can you conceive of the test an actor confronts in making the character of Graham and making him not just interesting but give him a come-hither allure? Spader has that hue of sexual indistinctness that hints that if he sidesteps the common sexual tactics it's because he has something more exciting in mind.

The account of sex, lies and videotape is part of a bygone 1990s indie filmmaking mythology, how 29-year-old writer-director Steven Soderbergh hammered out the script on a week's trip to LA, how the film was made for roughly one million, how it won the Palme d'Or. There are flashes when it reminds us of how sexy the movies could be, and once were, back in the Double Indemnity days, when language was like a foot massage.