Peter Gallagher is yuppie, junior law partner John Mullany with a huge office, a cold wife and a sizzling affair with her sister. Andie MacDowell is Ann Bishop Mullany who has lost interest in sex, being touched and grapples with huge issues like "what are we going to do with all the garbage" in therapy. Laura San Giacomo is Cynthia – Ann's bartender, nymphomaniac sister – who is OK with touching John.

Things are put into motion when John's frat brother Graham (James Spader) comes back to town. Ann does not want him staying in her house, but she warms up to him and helps him find an apartment and becomes his friend. Graham is full of many secrets and one of them is that he likes to videotape women talking about sex – this is how he gets gratification.

Ann and Cynthia become subjects for his collection and the worlds of the women and the men change forever.

Steven Soderbergh wrote and directed this film and he gets wonderful performances from Spader and MacDowell.