"Grace Of My Heart" is similar to "Valley Of The Dolls" because the characters, in both films, are "loosely based" on actual people showing their rise & fall in show business. Illeana Douglas plays singer/songwriter Edna Buxton who becomes Denise Waverly. She's based on Carol Klein who became Carole King. A New Yorker who churned out hit after hit in the famous Brill Building. Where some of the action in "Grace Of My Heart" also takes place. John Turturro is based on record producer Phil Spector (complete with bad toupee & the wearing of sunglasses indoors). Matt Dillon fronts "The Riptides" (The Beach Boys). "The Luminaires" are based on girl groups like The Shirelles & The Chiffons. Bridget Fonda portrays "teenaged" angst-ridden, big-haired, bubblegum idol & lesbian Kelly Porter. There's no question that she's based on Lesley Gore. Interestingly, Lesley Gore wrote the tune Bridget lip synch's in the film, "My Secret Love" (which is a homage to Lesley's "You Don't Own Me"). The music in this movie is very good & has that 60's, 70's feel to it. I just wish the soundtrack album had included the tunes "Hey There" & "Grace Of My Heart" by Kristen Vigard who did the vocals for Illeana Douglas. If you like nostalgic movies about pop music like "The Idolmaker", "Grease", "That Thing You Do" & "Hairspray" you'll like this too.