Come on, Billy Zane is amazing in this film. If for anything, it's worth watching to see his performance. I watched this film after standing at a Bright Eyes concert for hours, I was tired but just let it go on because it kept my attention, STOOD WITH ME, much more than many modern day pop. films do. It really is a tribute to Film-Noir more than anything. The angles and shots at times remind me of Hitchcock, but mostly it stays within the bounds of Noir. It's like the director watched A & E and Nick at Night forever. If you watched Film-Noir you know the plot isn't always explained with your hand held like many films are for nowadays people. Film Noir was slick and cool. It's not a perfect film but it's a damn good one! Worth a watch, don't judge this film by its cover, actually don't even look at the cover at all. The cover sucks, its worthless, the film itself, is great.