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HOW OTHERS RATED THIS MOVIE

OUR TAKE: 2 out of 10

Reportedly shot in less than three weeks and on a tight, $300,000 budget, "Let's Talk About Sex" is an interesting, adult-oriented discussion generator, but comes off as less tantalizing than the title suggests. Something of a half drama, half documentary hybrid, the film never quite manages to succeed in either form.

A female skewed variation of the short street interview segments found in HBO's "Real Sex" (and countless other documentaries), the supposedly nonfiction elements of the film offer little in the way of surprises, remarkable insight, or even steamy material. While certainly explicit, there's nothing particularly compelling about the "confessions" as various women talk about their likes, dislikes, and sexual experiences with men (or "thrills and skills" as the film puts it).

Perhaps if some male insight was introduced to deepen the "expose," something more meaningful would have come about. Likewise, had first time director Troy Beyer (who also wrote and stars in the film) taken something of a Michael Moore (the director of the documentaries "Roger and Me" and "The Big One") approach to the documentary footage -- combining comedy with an interesting investigate thrust (no pun intended) -- then this film's material would have had more zip to it.

As constructed, such moments are present to guide the fictional elements. Yet, the tie-ins to the specific material are loose at best and constructed in a less than clever fashion. Worse yet, the straight drama plays out no better than most melodramatic soap operas.

Enough emotional crises pop up during the story to fill a year's worth of life, let alone a week, and the three young women patiently line up for their respective turn at some tear-inducing dilemma. When Jazz eventually breaks down at the arc of her emotional distress and suddenly tells her ex- fiancé that she can't have children -- after the other two have already experienced their melodramatic moments -- you'll be ready to shout out, "Enough already!"

Beyond their contrived and hackneyed moments, the attractive cast manages only an okay job in creating their characters, but, for the most part, the chemistry to their friendship feels real enough for the film. Writer/director Beyer (who appeared in "The Five Heartbeats" and "The Gingerbread Man") is probably the weakest of the bunch -- perhaps due to her multiple responsibilities and stretching herself too thin -- while Paget Brewster (who makes her feature debut) and Randi Ingerman ("The Two Jakes") deliver more compelling, but not particularly well- acted performances.

Beyer, who also wrote last year's, "B.A.P.S.," definitely shows some potential in this outing, but the melodramatic moments and blase dialogue undermine her efforts. Most low budget films rely heavily on sharp dialogue and interesting setups (think of "The Brothers McMullen" and "In The Company of Men"), but this film comes off as mediocre at best -- despite the tantalizing title.

With a little work it may have been an intriguing piece, but as it stands, the film feels like an eighty some minute street segment from "Real Sex" mixed with a bad soap opera. We give "Let's Talk About Sex" a 2 out of 10.

OUR WORD TO PARENTS:

Considering the title and plot description, it should come as no surprise that the film is filled with sexual content. Extreme amounts of sexual discussions -- concerning various matters -- occur throughout the film, and several scenes show sexual encounters and nudity.

Profanity is also extreme with at least 25 "f" words and others, while drug and alcohol use is heavy due to one character's pot smoking. Beyond that and in comparison, however, the remaining categories have little or no major objectionable material. Even so, we strongly suggest that you take a closer look at the content should you or someone else in your home wish to see this film.

ALCOHOL OR DRUG USE

Lena smokes joints several times during the movie, while Morgan states that she and another woman also smoked some (but we don't see that).

Michelle orders a vodka drink in a bar, and later appears to be somewhat intoxicated.

People drink shots of liquor.

The women have wine at a get together with some of their mothers.

The women and Michael have champagne.

BLOOD/GORE

None.

DISRESPECTFUL/BAD ATTITUDE

Lena's boyfriend gives her a line about his band breaking up so that she'll let him stay and eventually have sex with her.

Some viewers may not like an interviewed woman who states that an orgasm is a taste from God of what it's like to be in Heaven.

FRIGHTENING SCENES

None.

GUNS/WEAPONS

None.

IMITATIVE BEHAVIOR

Phrases: "Giving head," "Laid" and "Boner" (sexual), "Balls," "Shut up," "Pissed," "Bitch," "Chicks," "Suck," "Pisses you off," "Kick ass," "Ball buster," "Nuts" (crazy) and "Whore."

JUMP SCENES

None.

MUSIC (SCARY/TENSE)

None.

MUSIC (INAPPROPRIATE)

Songs contain the phrases/words, "Let's do it," "F*ck," "Sex" and possibly more.

PROFANITY

At least 25 "f" words (5 used sexually), 24 "s" words, 3 slang terms for male genitals ("d*ck"), 1 slang term for breasts ("t*ts), 6 asses (2 used with "hole"), 5 damns, 1 hell, 1 crap, and 7 uses of "Oh my God," 6 of "Oh God" and 1 use of "God" as exclamations.

SEX/NUDITY

In an interview, Jazz comments on her and her roommates demonstrating their sexual skills to each other after talking about sex.

Interviewing a person on the street, a woman is questioned whether she's "into guy or girls, or both" and the woman says both. Other women comment on penetration, while another talks about liking having a penis inside her and in her mouth.

Others talk about oral sex ("giving head") and one comments, "You just have to open your mouth a little wider" and another says, "They pee out of that."

We see many shots of women in skimpy bathing suits that show cleavage and varying amounts of nearly bare butts, and then see a shot of topless women on the beach.

More women comment on their favorite sexual positions, with one saying "on top," another saying "on my back with one leg up" and another comments on rough sex.

A woman comments that the worst pick-up line she ever heard was "Suck my tootsie roll with your luscious lips."

Some lesbian talk also occurs, two minor characters are lesbians, and some kissing occurs.

Back to oral sex, a woman says to please her a man "can eat me out," while another comments that she can "suck start a Harley."

Several women comment on penis size(s).

Lena talks about "not getting laid" and later says, "I can't believe I didn't get laid tonight."

Some women do some suggestive dancing (running their hands across their own bodies) and we see more partially bare butts.

Michelle tells a bartender that his new pickup line should include telling a woman that "you'll take her somewhere and touch her in all the places her last lover forgot."

The three women talk about Michelle having sex with two guys at once sometime in the past.

Michelle comments that "...eternity is from the time I come until I hear the front door close."

We hear sexual and climaxing sounds as well as brief glimpses of movement (close-ups and some out of focus) of Lena and her boyfriend having sex.

The women talk about faking orgasms and Michelle says, "Sometimes it's the only way to free yourself from a really bad f*ck."

The women talk about Lena "coming" four times.

Some women talk about wishing they could sit around topless without having guys ogling them, and we then see a shot of these women at a table, along with a passing waitress, all topless.

A woman talks about what she doesn't like about sex and she demonstrates a man forcing her head up and down during oral sex (nothing seen other than the made-up demonstration).

Several women talk about men's excuses for not wearing condoms (stating that their genitals are too big, etc...), and one woman demonstrates (with several condoms, one of which she puts over her forehead) that no size is too big.

Other women complain about what men do after sex (sleep, leave, etc...).

Michelle and Jazz talk about skilled sexual positions and the women comment on having sex on top and from behind.

A woman shows quite a bit of cleavage.

Several women demonstrate their sexual skills. One holds a large cucumber, shoots a numbing spray into her throat (saying that the guys like the "tingle" as well), and then apparently demonstrates her oral sex technique, but all we see are the three roommates' reactions.

Another woman demonstrates her sexual movement as we see her rhythmically writhing on a chair in a sexual fashion (and this is inner-cut with shots of her having sex that show movement, her bare breasts, as well as some sexual sounds).

A third lady appears with a dog and a jar of peanut butter, but the roommates take her away before she can demonstrate her "skill."

We see several extremely large-breasted women having their breasts dressed up like faces, bouncing them against each other, and other manual manipulation.

Some women talk about masturbation, and we see a dildo, while a woman talks about using a door knob for such activity.

We see another bare-breasted woman, along with most of her bare butt, and then later see her dropping hot wax on her chest.

A woman gets close to masturbating while talking about an encounter that we see which shows the caressing and kissing of skin and a breast.

Lena shows cleavage.

We see part of another sexual encounter that shows body parts (feet, legs, ears, etc...) being licked.

Jazz says that with the right mouth she "could kiss until I came."

A videotape briefly shows two naked women in bed together.

We see Michelle in her bra that shows a lot of cleavage.

An interviewed woman states that an orgasm is a taste from God of what it's like to be in Heaven.

SMOKING

The three women each smoke once during the movie.

People smoke in a club.

TENSE FAMILY SCENES

The young women have a mildly tense Mother's Day get together where two of their mothers give them a hard time about them and their relationships.

Michelle tells her mom (who mentions her husband, Michelle's father, one day walking out on the family) that she doesn't want to compete with her mom's new family, but still needs for her to be her mom.

TOPICS TO TALK ABOUT

Relationships and the different ways in which women and men approach them.

VIOLENCE

Morgan and Drew get into a brief scuffle at the roommates' place and have to be separated.