Note: Some spoilers.

If a film teacher wanted to highlight a class on the technique and use of close-up in modern American cinema, he could find tons of examples in 2002's "Unfaithful."

Adrian Lyne's film is loaded with nerve-wracking, jittery moments where teeth are set on edge and goose-bumps are evoked. What's so odd, however, is that these cutaways are never more than red herrings, really, seemingly intent on make us nervous and expectant. Rarely does anything surprising or shocking really happen. It's more about "tone" than plot. The one exception to the non-happenings, a crime of passion, is, conversely, sublime in it's subtlety. It's perhaps one of the most gruesome and realistic murders ever committed on screen, and yet, it is also perhaps one of the most surreal.

Lyne keeps an undercurrent of unease running through the film. To pinpoint how he does this, other than the jangled frays of close-ups, is really hard to describe. There's a gentle edginess in the performances and images. A windy day in NYC becomes more than just a sequence of bad weather, but rather a visual harbinger of the torment to come. Lyne is perfection here in setting tone.

He has a great cast to work with as well. Richard Gere is excellent as the cuckold, evolving from his role in modern cinema as lover/sex icon to husband and the betrayed. This is a massive shift in emphasis for Gere and he evolves into the role with the perfect disconcertment that is required for such a morphing. Oliver Martinez, meanwhile, is both creepy and sexy as the young lover. Taking over the role so often played by Gere, Martinez provides a new millennium Casanova, his self-reliant sexuality suggested by his shaggy, 3-day stubble and carefree manner while his worthiness and intelligence is suggested by his bibliophilia.

This being said about the male actors here, however does not negate the fact that it is truly Diane Lane who makes "Unfaithful" so compelling. Her middle-aged, post-modern, suburban wife and mother finds such a sexual release in the arms of Martinez that we can't help but be swept into the affair. This is neither simply romance nor pornography, but rather the subtle and realistic descent into an affair that is both liberating and troubling. Lane's first love scene with Martinez, where she tremble s with sexual fear and delight is perfection in acting, the likes of which we haven't seen from a female in perhaps 20 years. Lane makes us completely understand everything about her characters apprehension and release using only her body and her sexuality for conveyance. When Martinez's Paul suggests that she slap him during the opening moments of their fornication, we see her years of reserve and withholding come unhinged as she allows herself the freedom to strike him. With her slap she breaks the matrimonial hymen which has held her sexuality in check and finally allows herself to feel sexual freedom again. It's riveting.

Continuing on this tone, the sexual bathtub sequence with Gere, which follows this scene, becomes troubling and perplexing. Although Gere is nothing but loving husband and normal male, his sexuality here becomes creepy and tense as his simple suggestion of matrimonial intercourse somehow suggests a rape. Again, it is the acting as well as Lyne's wonderful sense of atmosphere here that merely suggests uneasiness rather than simply depicting it.

As for the secondary cast, it's nice to see Zeljko Ivanek and Chad Lowe get to do some supporting work in film, even if their roles are very minor. And mention must be made of the performance of young Erik Per Sullivan (TV's Dewey on "Malcolm in the Middle"). Steeped in a Warholian stillness that is nearly unimaginable in modern youth, Sullivan perfectly evokes both the weariness and complacency as well as the staggering suburban, "Stepford" perfection which Lane is seeking to shed. It's important to note that Lane is a suburbanite who goes "to the city" for her affair. Sullivan, much like Gere, acts as part of the suburban dreariness and complacency to which her life is tethered so that we can understand her plight as well as her motivation. It's a remarkable performance from such a young actor whose role is more "feeling" than actual dialogue or acting. Sullivan hits the mark head on. The scene in which he plays piano with Gere is a remarkable moment that perfectly encapsulates all that is right and wrong in Lane's world. To say it more clearly: Sullivan could have been made into a whiny brat and problem child to give Lane's mother more obvious motivation for an affair. But Lyne and his scripters, along with Sullivan, opt for a mo re demure and less typical approach. The effect is engrossing and far more intricate.

If "Unfaithful" has any problem, it is with the elongated epilogue after the climax which seems to dilly-dally. For a bit, there is some tension evoked due to the nature of the dynamic of the martial couple's actions. But soon this is dispelled with knowledge becoming evident and the couple trying to figure out how to live within the new dynamic. Unfortunately, this tension is too easily resolved and then the film sort of flounders until it comes to a non- conclusion. But the weakened ending cannot negate the terse and compelling drama from which it develops making "Unfaithful" one of the most interesting drama to be seen this summer.

Note:

Based on the 1969 film "La Femme Infidele" by Claude Charbol. Screenplay by Alvin Sargent and William Broyles.

A shot of the French film "Mr. Hulot's Holiday" can be seen for a moment.

Report Card Script: A Acting: A+ Cinematography\Lighting: A+ Special Effects\Make Up: A+ Music: A+ Final Grade: A+

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