Into this tricky arrangement walks Graham, who nine years before was John’s fraternity brother but is now so transformed that John barely recognizes him. Graham has become a long-haired bohemian who wears poetic-rock-star black shirts and lives in his car. In his insistence on being what he sees as scrupulously honest, he makes other people uncomfortable by staring at them and asking impolitely direct, some might say invasive, questions. Graham and Ann are immediately attracted to each other, although Ann refuses to acknowledge her feelings and Graham refuses to act on his. Oblivious to their connection, John encourages Ann to go apartment hunting with Graham because it will give him a chance to fuck Cynthia in his and Ann’s bed.

When Graham and Ann, more circumspectly, have lunch, Graham tells her that he is now impotent. As Ann listens, the movement of her fingers toying with her wineglass becomes the focus of Graham’s gaze and of ours. Later, in what we could term the second act of the narrative, she discovers, during a casual visit to Graham’s new apartment, a box of videotapes, each labeled with a woman’s name. Graham explains that he records women talking about sex and masturbates to the tapes when he’s alone. Ann gets upset and flees, but after she discovers her husband’s affair with her sister and the fact that Cynthia let Graham videotape her, she returns to confront him about messing around with her life while pretending to be completely detached from relationships. This is the climactic scene, but the drama plays out extremely quietly. Soderbergh frames the actors for the most part in medium close-up, slowly cutting from one to the other, giving us time to observe the play of seesawing emotions on each of their faces and how power shifts between them. The camera watches them as they speak and as they fall silent, just as they watch each other. The film’s opening sequence, showing Graham approaching Baton Rouge in his convertible, suggested a road movie, but we understand in this scene that the journey that matters is an interior one, and that neither of these characters could have gotten very far without the other, or without being able to find the humor in their mutual dilemmas. If sex, lies, and videotape is a comedy—and it definitely is, in the classic sense that it resolves in favor of its protagonists—the laughter it elicits is often uncomfortable, and the director and actors never fall into the easy trap of satire or sentimentality. Rather, the film is remarkably nonjudgmental toward its characters’ confusions, and toward the way that, in the guise of being completely truthful, they substitute one denial for another.