Graham (played by James Spader) has a special hobby, which is to record all kinds of women. These women talk openly about their sexual experiences and the details in front of his camera. When Graham returned to his hometown after an absence of many years, he had nothing but a car and these video tapes. So he could only temporarily stay at his classmate John's house.
John (Peter Gallagher) is a successful man. He has been having an affair with his wife Ann (Andie MacDowell)'s sister Cynthia, and has always been indifferent to his wife. When Ann accompanied Graham to find a rental house, the two had a long talk about sex in the restaurant. Ann admitted that she did not attach much importance to sex life, while Graham revealed his secret: he was impotent.
Ann accidentally discovered the video tapes that Graham had taken of various women. She was depressed because of her husband's coldness and decided to record them too.
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