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They advertised BUG as a horror film, and it has some horrific elements to it, but it's really a love story, an extremely twisted one, but a love story none-the-less. The film is based on a stage-play, and I didn't realize that until I started to watch the DVD extras. Usually when they develop a film from a play, it's fairly obvious to me, because in many ways they still feel like a play. And I should have got it here, but I was too involved in the story and director William Friedkin makes it so cinematic, that I didn't notice.

Except for the opening helicopter shot of the desert and a few minutes in a bar, the entire film takes place in one hotel room. Friedkin does such a wonderful job of shooting from every conceivable angle, that you never get sick of the room. Plus the actors do such a good job, and the film is cut so tight, that you also forget that most of the film is a dialogue between two people. A few other characters pop in, including surprisingly nasty Harry Connick Jr. as Ashley's bastard of an ex-husband.

There were a few moments, where Ashley Judd is overacting, when things are at their worst, that pulled me out of the story a bit, but for the most part she's dead-on as the very sad and lonely Agnes. And this is the role that Michael Shannon was born to play, he's usually a character actor, specializing in creepy roles, but he's perfect here in the role of Peter. Right from the start you can tell there's something off about Peter, but Agnes is so desperate for love and attention, that she looks past it, because he's truly enamored with her.

Things really start to go nuts when Peter believes he sees a bug in bed after they've had sex for the first time. Agnes doesn't see it at first, but Peter is forceful enough, that she starts to believe him. Then the bugs begin to multiply. Until they've taken over the entire room and their bodies. The couple goes to great measures to get rid of them, but the problem gets worse and worse, until teeth are getting pulled and people are getting killed. But even at their craziest moments, Peter and Agnes are deeply in love.

BUG is a sick and twisted love story, this film isn't for the squeamish. Brilliantly acted, for the most part, and and a great return to form for Friedkin. His best film since To Live and Die in L.A.. I think it's really freeing for these old Hollywood vets to get down and dirty with an independent flick.

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