This indie film is worth a look because of the enormous talent of its creators, Wallace Wolodarsky and Marsha Forbes. Mr. Wolodarsky has directed the young cast, and he is to be praised for this effort.<br /><br />The premise of the film is a cautionary tale of the danger for wanting something one can't have. Which is the story of Alice and Ed. After living together for a while, Alice suddenly gets restless because she imagines she's lacking experience in the sex area. Alice and Ed's relationship, while not an example of ideal happiness, is a comfortable way to share their lives with one another. That is, until the moment Alice and Claire, her sister, happened to bump into a sexual encounter by another couple that has no clue of being observed.<br /><br />This incident makes Alice reevaluate her own sexual life with Ed; she finds it lacks substance. When she proposes 'seeing other people', Ed is shocked, to put it mildly, but not wanting to contradict Alice, he decides to go along. What happens next is that both Alice and Ed enter into a world that's been unknown to them. The people they meet, in the end, are not worth the trouble. They sadly realize at the end, they were made for each other.<br /><br />The film is worth watching in order to see the amazing Julianne Nicholson, who we happen to have liked in another indie film, "Tully". Ms. Nicholson reminds us of a young Shirley McLaine; she projects such a luminous quality about her, that is hard to take one's eyes from her whenever she is in a scene. This young actress proves she is an accomplished performer who gets better with each new appearance. Basically, she carries the movie. Her Alice is a study in contrasts. Alice is a decent woman who thinks she is inadequate in pleasing Ed because of her inexperience.<br /><br />Jay Mohr, is an excellent match for Ms. Nicholson. Both do wonders together. His Ed is perfectly credible. We have known people like him. Deep down inside, he is a good person, who suddenly gets himself in a situation he didn't call for, yet, he goes along only to discover he is too decent and not cut out for a life of gratuitous sex with the willing women that have no problem with a tumble in the hay, just for fun.<br /><br />The rest of the cast is wonderful. Lauren Graham does some amazing work as Claire, Alice's yuppie sister. Andy Ritcher is also wonderful as the grounded Carl, the nerdy friend who finally finds out fulfillment when he meets Penelope, a single mother. As Penelope, Helen Slater, makes a felicitous, albeit of a short, appearance in the film.<br /><br />The director is enormously gifted, who will no doubt go places because he shows he is well suited for the job.