Director/writer Toback churned out the script in only four days right after he saw his friend, actor Robert Downey Jr., in a Los Angeles court room after being busted for drugs. The two had previously worked together in 1987 on Toback's "The Pick-Up Artist," a movie in which Downey played a serial womanizer, basically a lighter approach to Blake Allen, the character he plays in "Two Girls and a Guy." "The Pick-Up Artist" probably didn't do very well because it was advertised heavily as a Molly Ringwald movie, and many suspected that it was another John Hughes teen comedy knock-off. Nobody will make that mistake with "Two Girls."

The entire film takes place either just outside or inside Blake's Manhattan apartment, one of those spacious, minimally-decorated stage-like lofts that usually exist only in movies to give the actors plenty of room in which to move around. Blake, who is an aspiring actor/musician, comes home from a trip to L.A. and is surprised to find his two girlfriends of the last 10 months, Carla (Heather Graham) and Lou (Natasha Gregson Wagner), waiting for him. They hadn't known about each other until they found themselves both waiting outside Blake's apartment to "surprise" him. And what a surprise he gets.

"Two Girls and a Guy" is essentially a talkathon movie -- the characters pace around the apartment, yelling vulgar insults at each other, pondering their predicament, making rapid excuses for their behavior, sulking, or all of the above. Blake, who is the catalyst for all this upheavel, is the ultimate lying male, a man so wrapped up in himself and his ability to deceive that he excuses all his loathsome behavior by explaining that he is an actor, and all actors lie, while at the same time continuing to profess his love for each woman. It seems perfectly legitimate to him. The two girls are understandably upset, and some of the creatively insulting names they come up with for Blake are as funny as they are truthful.

However, Toback has not fashioned a hateful film about how all men are scum. Instead, he's fashioned a hateful film about how all people are scum. The movie is about the truth and how little people actually employ it. Lies are so much easier, and by the time the film is over, we have no idea what's true and what's not. Although Blake is the most extreme example of duplicity, neither one of the women is squeaky-clean either. Carla and Lou begin to divulge secrets about themselves which, whether true or not, still cast them in a whole new light.

"Two Girls and a Guy" is very much like real life in that we have to take much of what the characters say at their word. There is a great deal of talk, and almost no ancillary evidence to either support or refute their claims; and because each character contradicts himself or herself numerous times, it's impossible to know what to believe. There's really no reason to believe either the guy or the two girls -- they lie to themselves as much as they lie to each other.

For instance, a great deal is made about Blake's sick mother, with whom he is constantly on the phone. Early in the film, it is established that Blake has used his mother's illness as an excuse to spend only three nights a week with each girlfriend. Is it mere coincidence that Blake's mother suddenly starts having serious health problems during the big confrontation with Carla and Lou, or is it just his way of trying to diffuse the situation by diverting attention away from his deceptions by playing the role of the caring son? After all, playing roles both on-stage and off is what he does best.

In fact, who's to say that the mother really exists in the first place? How do we know she isn't merely part of his crafty sham? Neither Carla nor Lou have actually met the mother before, and we never hear her voice when Blake is supposedly speaking with her on the phone. The only evidence of her existence is a photograph on Blake's piano, but it's probably old because the woman in the photo doesn't look a day over 40, and Blake is at least in his early thirties. In all likelihood, the mother does exist, but the fact that Toback makes it debatable is indicative of the film's cunning and skeptical subtext -- nothing can be believed. (How you view the mother's existence will greatly impact how you interpret the film's ending as either hopeful or cynical).

Because the movie is essentially a filmed play, it is entirely reliant on its performers to carry it along (especially because Toback's direction is mostly unimaginative and the cinematography by Barry Markowitz, who did such a good job on "Sling Blade" and "The Apostle," is fuzzy and underlit). Luckily, Downey Jr., Graham, and Wagner (daughter of Natalie Wood) are all up to the task. Downey Jr. shines especially bright in a role tailor-made for his manic talents. He gets to recite Shakespeare, sing, play the piano, lie, cheat, swindle, sulk, slink, fake a suicide, have an emotional break-down in front of a mirror, and engage in a knock-down, drag-out quickie oral sex tryst with Graham that had to be trimmed to avoid an NC-17 rating.

Graham and Wagner are also well-suited to their roles, and they play the women as completely different types -- Carla being smart and business-like while Lou is more sultry and street-wise -- who have only Blake's lies in common. Some of the best scenes in the film are the early ones with Carla and Lou stalking about Blake's apartment while they wait for his return, reciting his pick-up lines one by one, shocked and appalled that they both fell for the same trap.

Of course, the sad thing about Blake's perpetual lies is not the fact that Carla and Lou believed them, but the fact that he probably believes them himself. The ultimate lesson the movie has to offer may be that the best liar is the one who believes his own lies.

©1998 James Kendrick