Two very different but equally smashing young women find themselves sharing the sidewalk outside a Soho apartment. Both blond Carla (Heather Graham, pre-Boogie Nights) and the dark-haired Lou (Natasha Gregson Wagner, daughter of Natalie Wood) are waiting for the same guy, an actor named Blake (Robert Downey Jr.), who--unbeknownst to either--has been sleeping with both of them for the past year. They break into Blake's pad and trade can-you-beat-that? anecdotes of his duplicity while waiting for him to show. Show he eventually does, and the mind games begin.

All three players are terrific, with Wagner enjoying a slight edge over indie veteran Graham because her character is fiercer and she's a new screen presence. But it's Downey who rules, partly because director James Toback wrote the script in direct response to seeing his old pal (Downey had starred in his 1987 movie The Pick-Up Artist) in a jail-house news feed after his first well-publicized arrest on drug charges. Actually, Downey's most amazing scene--a long soliloquy in front of a mirror--was largely improvised; it's a passage of monumental self-deception, self-revelation, and sheer genius. As exasperating as it is compelling, Two Girls and a Guy is one of the most provocative films of the '90s. --Richard T. Jameson