Fool for Love got its start as a play written by American Sam Shepard as part of his Family Trilogy, which is really five plays. The others are Curse of the Starving Class, Buried Child, True West and A Lie of the Mind. Originally, Kathy Bates and Ed Harris were the May and Eddie, who are played in this film by Shepherd and Kim Basinger.

This is yet another bid for artistic importance for Cannon, who not only got a screenplay and lead role out of Shepard, but Robert Altman as director.

Set in Shepard's beloved American Southwest and expanding the play's smaller cast and setting with more characters and an entire motel complex - the crew used the other rooms for production - we discover May, who is hiding out in said hotel when her old flame Eddie shows up. They've been through make-up and break-up more times than we can probably count and she refuses him at every turn, claiming to have moved on with Martin (Randy Quaid).

Meanwhile, the Old Man (Harry Dean Stanton) acts as the story's Greek chorus, telling each of the main characters the information they desire. It turns out that he had two families in one town, which led to our leads being siblings without knowing it. After becoming lovers, Eddie's mother shot herself. Eddie has started to become his father, sleeping around without considering the emotions that are destroyed in his wake, such as The Countess (Deborah McNaughton),a revolving carrying love who keeps coming back to enact her revenge.

Cannon somehow released this film the same year as Missing in Action 2: The Beginning, Rappin' and American Ninja, which speaks to the sheer volume - and all over the place insanity - of what the studio released. Not many other studios released movies meant for Cannes as it also unleashed films born for the drive-in.

I came to Fool for Love, and am looking at what I just saw, from a position that won't be like some of you trading this: a few years ago, I saw an off-off Broadway production of Shepard's firestorm of sexual comedy and anguish, and I had no exposure to what it was before. I was awestruck by how much Shepard's play packed in one room, which is in the motel (the father "spirit" appears as a figure by the stairs),even featuring at one point some explicit nudity (a monologue that May delivers to herself, which one can barely hear in the film version as Shepard is outside looking in, is stark naked and it makes for an extremely vulnerable position to be in),and is a work that is darkly funny, intense, but the overall feeling is heartache and loss. It feels so suited for the stage, all of those monologues about a past gone included.

Altman and Shepard as screenwriter open up the production, but it doesn't add to what was already there on the stage. On the contrary, this is a case where Altman shows what characters are describing from their pasts. At first, this works. Kind of. When we realize this seeming derelict at this motel played by Harry Dean Stanton is meant to be May's father (and, gasp, Eddie's, which comes after we had a whole opejing act where they, you know, appear to be ready to rip each others throats),he tells her about a memory of pulling off a road to be surrounded by cows. He describes it in narration, and we see it, and how this is edited and weaved together with Basinger and Stanton largely works dramatically.

Where it doesnt is in all of those scenes after, where our two half sibling/estranged lovers tell confused Randy Quaid about their pasts, it's all too much. The images are not filmed or acted well in these flashbacks (except for a shotgun blast that is, um, a great goddamn shotgun beat),and this approach doesn't make these decidedly theatrical monologues any more... Cinematic. The writing of what the actors is saying isnt bad, but the combination just falls flat.

Why watch it then? Harry Dean Stanton, Shepard and to an extent Basinger bring it to these characters. Stanton especially couldn't give a bad performance if he tried, but in this case he was already on the hot streak of his career (look up what he did in 1984, how many actors had that great a year in modern American film?) He has a man here who is a Ghost of Non-holiday Past, and one who sees his children a certain way. Will they live up to what he expects? Will he disappoint them even as this theatrical apparition? He is also playing haggard and a bit drunk and aimless, and Goddamn is he a treasure every second on screen. If this is a less successful Altman film, it's not because of him, or for lack of Shepard trying with a role he wrote (though originally not for himself, and I lament that Jessica Lange couldn't play May, ironically because she was pregnant with Shepard's child).

Overall, I wouldn't say don't check out Fool for Love, but you can wait if you're just getting into Altman, and it's certainly not the stronger of the two Stanton/Shepard films of the 1980s (Paris, Texas wins by many miles). The main issue comes down to this: this is a filmmaker, via this writer, sort of... Going on auto-pilot. It doesn't feel special outside of what the actors more or less bring.

May (Kim Basinger) is waiting for her boyfriend (Sam Shepard) in a run-down American motel, when an old flame turns up and threatens to undermine her efforts and drag her back into the life that she was running away from. The situation soon turns complicated.

When a film is an expansion on a play, such as this is, you have to be true to the source while also going beyond. Altman succeeds, casting Harry Dean Stanton as a one-man Greek chorus and bringing a fuller vision to the story than could be shown within one room.

Roger Ebert said that Altman "has succeeded on two levels that seem opposed to each other. He has made a melodrama, almost a soap opera, in which the characters achieve a kind of nobility." These are kin words and not without merit.