"Girlfriends" takes a stab at pre-"Sex and the City" in Chicago, as three 20-something female friends bond together downtown after they lock themselves out of their car. Of all the principal leads, Jacqueline Fleming comes off the strongest. As the high powered black female in the film, she's a no-nonsense diva whose your worst nightmare ("I'm a black woman whose lost her house keys"). There's a glow about Fleming that inhibits her character, and she's also brassy and gorgeous. All three women are attractive- the other two are white women, one is a ditsy lesbian and the other is a sexual bunny who changes outfits a lot.

Directed by the talented Marlies Carruth, who basically helmed the entire production on her own, "Girlfriends" has witty dialogue almost too witty for the women its about- in one scene in a coffee shop, a guy holds the place up, only to be dissected by one of the women as she confabulates to him using preppy vocabulary words. Will the girls get that tow-truck they need? Rated R for language and sexual content.