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Lester Burnham (Kevin Spacey) is dead. This isn't any shock--Lester tells you this himself in his opening narration. It's the time leading up to his death that Lester wants to remember.

Lester is a middle-aged drone with a brittle, status-conscious wife, Carolyn (Annette Bening), and a sullen teenaged daughter, Jane (Thora Birch). Lester's world is rocked into a midlife crisis when he meets Jane's Lolita-like friend, Angela (Mena Suvari) and tries to deal with it in an adolescent way.

His fantasies find him quitting his job, pumping iron, and smoking dope with Ricky (Wes Bentley), the voyueristic kid next door who has a thing for videotaping Jane. It's a suburban nightmare writ large with an excellant cast and some unexpected twists.