I liked it. Setting and script are interesting, though not always especially original-- some of the plot twists seem to be thrown in because the story starts to lag. There is one fairly steamy sex scene between Lowe and Tilly, from the days when audiences liked sex scenes that didn't look like rape scenes.

As in so many films since the 1960s, the acting is so technically skilled and low-key it can fool an audience into thinking it's not acting at all...until they see the same actors playing totally different roles in other movies. Tilly is just superb; you don't see her at all, you just see the shy heiress. Even pretty-boy Lowe is believable in an absurd role that must have been hard to play (among other things, in his opening love scene, he hides the family jewels behind a door with a slick little move). Cattrall, in a small part, is excellent-- her sloppy character just seems to have turned up. And Glover (with messed-up Caesar hairdo) is his usual effectively spooky self as the villain. Delaney doesn't have a lot to do but she's loose and convincing whenever she's on.

You can tell this one was written for the screen by the name the writer chose for the heiress: "Olivia Lawrence".

If Masquerade had been filmed about 30 years earlier, it would have been directed by Alfred Hitchcock and starred Cary Grant and Grace Kelly. The storyline is very Hitchcock. Enchanting heiress Meg Tilly is never really sure who truly loves her and who is after her money. Surely her drunken, salacious stepfather John Glover and his trampy mistress Dana Delaney fall into the latter category. The current lawman Doug Savant seems to be carrying a torch for her, but Tilly is soon all eyes for local gigolo Rob Lowe, who dumps rich married Kim Cattrall and sweeps Tilly off of her feet into a whirlwind romance and marriage. And then Tilly starts having near misses on her life.

Although the film fails to reach its full potential, there is a lot to recommend it, particularly for fans of the genre. The beautiful Hamptons scenery and the foray into the lifestyles of the rich and famous chief among them. The screenplay is well thought out and, starting from the two-thirds mark, twists and turns all over the place, but without losing its credibility. While Bob Swaim's direction is sometimes flaccid and allows the pace to slacken a bit too often, it usually regains its composure within a reasonable timeframe.

Glover and Delaney have a blast in their roles. And there is strong support from Savant as the local lawman with a fancy of his own for Tilly. Cattrall has a largely thankless task - she gets to doff her duds and engage in sex scenes with Lowe to establish his credentials as a gigolo - but her character ends up being excess baggage with not even a tenuous relation to the main plot.

The leads are a mixed bag. Tilly is quite wonderful as the heiress. She nicely walks the line between naivete and savvy - never making her heroine too suspicious, but not making her a pushover either. We believe her that she is in love with Lowe and we believe that she has the smarts to navigate her way through the various treacheries that litter her life. It is a rock solid performance and it is a shame that she is no longer acting. By contrast, Lowe is no Cary Grant. I have nothing against Lowe, but he performs much better in support or an ensemble cast than when called upon to lead the way. He is an attractive, amiable, but not especially charismatic leading man. As eye candy that would attract both Tilly and Cattrall, Lowe is semi-believable and contributes a couple of welcome nude scenes. However, when he needs to communicate some of the mystery of the man in question, his performance falters. The screenplay really needs us to wonder whether this guy really loves Tilly or may be trying to murder her - and we do wonder. Unfortunately, we wonder because the screenplay prompts us and because Lowe is often so vacuous in important moments that it is impossible to tell what, if anything, he is feeling. By the time the film concludes and provides us with our answer, we realize that Lowe's performance has laid no groundwork for the denouement. His acting here provides such limited impact/emotion that we have nothing invested in his character outside of what his plans for Tilly may be. Savant's supporting character actually ends up being more intriguing and better acted than the lead. This is truly a case where the film would have benefited from a stronger actor in the lead role.

That said, fans of the genre will still find much to enjoy and admire here.