I was so looking forward to this film. What a great cast and director. Well, it was outstanding in the way it looked; beautifully filmed, visually capturing the era and mood. But the script was absolutely awful. I couldn't work up any interest in what was happening regarding the story or characters. Rather than capturing the film noir experience, this film was like a Carol Burnett send-up of the genre without the Burnett humor. The only other positive I can say is that it was great to hear/see k.d.lange sing and Mia Kirshner's Dahlia conveyed the inner sadness of her character very well. Hillary's performance comes across as a cartoon: a 2006 actress dressed up for Halloween as a 1947 femme fatale. Oh, why couldn't the rest of the film match the beautiful cinematography!