It ends with the declaration that "the film you have just seen was an improvisation"-at once making you feel like an idiot for thinking an improvisation was an good movie, and astounded at Cassavetes' genius...once again. Of course, Cassavetes told some guy it wasn't really an improvisation per se, on his deathbed, so...it's the story about a light-skinned black woman, Lelia, who passes for white, and her family: another passing-for-white brother named Ben, and a black-black brother named Hughie. When she falls in love with a white jerk named Tony, he is unpleasantly surprised when he finds out she's black, and from there it goes on about the three main characters' individual aspirations and shortcomings. Hughie is a jazz singer in the process of becoming a failure, Lelia's still hopelessly depressed over Tony, and Ben is angsty and violent in general, in desperate need of something to shock him out of his stale patterns of existence. Overall, I suppose it's really about stasis vs. change in human life. I suspect that Cassavetes had the plot organized enough, and it was just the dialogue that was improvised. The dialogue itself is very uneven - sometimes somebody will say something very memorable, other times it's memorably awkward. What's amazing is the extent of the amateur actors' embodiment of their characters. Cassavetes went through the acting class he was teaching at the time he decided to do Shadows, whispered in the ears of the ten best students, and this was the result...the guys playing Ben and Hughie are very good. At first I didn't like Lelia, but as the film progressed you see more and more she's one of those actors who gets better as the tension and drama builds - not necessarily the best with small talk. Shadows is hailed by many as the forerunner of the indie film movement (made in 1959) and it's definitely recommended.