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Directed by indie film favorite Richard Linklater, this small-scale film follows three old friends (Uma Thurman as Amy, Ethan Hawke as Vince, and Robert Sean Leonard as Jon) as they meet in a hotel room in Lansing, Michigan several years after high school graduation. The film opens with Vince and Jon reminiscing about the good old days at the seedy locale. When Jon, a documentary filmmaker, captures Vince on tape making a dangerous admission of guilt in a date-rape of Amy, the audience is left to decide who is telling the truth in this tense thriller. When Amy arrives at the gathering, the accounts of all three participants are called into question.

Based on a one-act play by Stephen Belber (who also wrote the screenplay), the movie takes place with just three characters all in one room, which adds to the claustrophobic effect. Thurman, who plays Leonard's one-time girlfriend, was nominated for an Independent Spirit Award for her work in this movie.