The late Sam Weston's directorial swan song. In spite of what you may read elsewhere, all subsequent 'Anthony Spinelli' movies were helmed by his son Mitch as Sam suffered a severe stroke shortly after completing this excellent adult drama.

Always a great storyteller as well as a sterling actor's director, Weston elicited career performances out of Ona Zee (already well established as a porno queen with considerable thespian prowess) and Tina Tyler (for whom this was a launching pad to a top flight career in the adult industry) as the anti-heroines of this surprisingly downbeat film. Zee is the older but not wiser temptress whose ever increasing number of lovers masks a deep-seated fear of advancing age and loneliness, while Tyler plays her painfully shy roommate who looks up to her until Ona carelessly destroys her friend's budding relationship with a very youthful, amiably goofy Jon Dough by adding the guy to her rotating roster of bedroom buddies.

Beautifully produced (Sam wouldn't have wanted it any other way...), this is a great, character-driven adult movie that treats you like a member of that age group. Dialogue rings true as do the sexual situations, the pivotal confrontation between the two actresses a particular standout. Sadly, Weston's no longer with us. He was the genre's greatest director as far as I'm concerned. Someday, truth will out...