How will two women friends react when they must deal with a dead body, a nosy sheriff, a tenacious private detective and $100,000 of stolen money? That’s the bizarre situation explored in Breathless, Jesse Baget’s clever -- and very bloody -- thriller starring Gina Gershon, Kelli Giddish, Val Kilmer, Ray Liotta and Wayne Duvall. Although gruesome films like this usually fail to entertain me, this one really did the trick! My problem now involves how to review it. With so many intriguing surprises and twists, Breathless might be ruined for viewers if they know too much about the film before seeing it.  

Still, I can mention that important elements of a suspenseful thriller are included here -- a sense of danger, tension-filled moments, plot turns that keep us guessing. And it’s refreshing to hear the gutsy conversations between Lorna (Gershon) and Tiny (Giddish), the key characters. Director/writer Baget and his co-writer Stefania Moscato (who worked together on Cellmates) definitely have an ear for dialogue, which they pepper with humor even though some horrifying things are happening throughout the movie.           

Also, commenting on impressive performances by Gershon (Bound) and Giddish (TV’s Chase) should not spoil anything. Both actresses come across as quite believable. No matter how terrible their actions become, they seem like real women dealing with an outlandish set of circumstances -- and each other.  Fine support is provided by Val Kilmer (Mindhunters) as Lorna’s husband, Ray Liotta (Wild Hogs) as Sheriff Cooley and Wayne Duvall (O Brother, Where Art Thou?) as Maurice Doucette P.I.

If you plan to see Breathless -- and I do recommend it for non-squeamish thriller fans -- it’s important to know that the amount of blood and gore on display may be way beyond what you can imagine. But please remember, “Even a good woman has her breaking point.”                   

(Released by Anchor Bay and rated “R” for some bloody violence.)

For more information about this film, go to the Internet Movie Data Base or Rotten Tomatoes website.