Review: Notes on a Scandal is an attempt to make a Fatal Attraction type thriller for the art house crowd. With a cast that features two of today's best actresses - Judi Dench and Cate Blanchett - and a screenplay of uncommon literacy, the movie nearly achieves its aim. However, in order to propel circumstances to a conclusion, Notes on a Scandal relies upon a contrivance so ugly and obvious that it's impossible to ignore. This single glaring fault, which is even more evident considering how well constructed the rest of the movie is, damages the film's narrative flow and credibility.

Barbara Covett (Judi Dench) has been teaching at the same British school for decades. A closet lesbian, she lives her life in quiet solitude, with a cat for her sole companion. Then Sheba Hart (Cate Blanchett), the attractive new art teacher, catches Barbara's eye. The older woman decides to court the younger one's friendship, and does so successfully. They develop a comfortable companionability, and Sheba invites Barbara to her home to meet her husband, Richard (Bill Nighy), and her two children. Then, one night while staying late at school to watch a Christmas play, Barbara sees something she was not intended to witness: Sheba in the throes of passion with Steven Connelly (Andrew Simpson), a 15-year old student. Possessing damning information, Barbara considers how to best use it to earn not only Sheba's gratitude but perhaps more.

The film's structure is unusual. The first 30 minutes is presented in the first person from Barbara's perspective. This is accomplished by utilizing a running voiceover monologue and ensuring that Barbara is in every shot. The voiceover is full of observations and asides, and effectively dispels her grandmotherly image. By the time the movie switches to a more conventional third person perspective (dropping the voiceover except in rare circumstances and showing scenes where Barbara is not around), we recognize that this elderly woman has serious issues. She's also smart; what she has in mind isn't something as pedestrian as blackmail. Her plan is more manipulative and cruel.

Although Notes on a Scandal does not feature the twists and turns one often associates with psychological thrillers, it's not predictable. Sheba doesn't always act as we might expect and there are aspects of Barbara's plans that make erroneous assumptions. Unfortunately, everything turns on a single event that occurs during the third act and its clumsiness is ruinous. Not only is it out of character for Barbara to be so careless, but it's inexcusably sloppy. This is not part of the novel by Zoe Heller upon which the movie is based; screenwriter Patrick Marber (the playwright of Closer) and director Richard Eyre (Iris) are solely responsible. Heller's original ending is bleaker and more appropriate.

Much of the film's credibility results from the cast. Judi Dench once again reminds viewers how wide her range is. Consider that in roughly the last year, she has played the sprightly owner of a nude revue (Mrs. Henderson Presents), the head of MI6 (Casino Royale), and the twisted Barbara. She essays each role with such conviction that it's difficult to believe we're watching a single actress. Cate Blanchett's part is not as showy, but she gets an opportunity to play a sexual being, something not often offered to her. Bill Nighy is delightful as Sheba's husband - sometimes funny, sometimes rude and angry. Andrew Simpson plays the underage object of Sheba's affections.

The movie presents an interesting take on the teacher/student coupling. In Notes on a Scandal, it's the boy who is the aggressor. He establishes an escalating, manipulative campaign to have sex with Sheba. She doesn't have a strong personality, so it doesn't take much for him to succeed. Although the movie does not endorse sex between a minor and an adult, it makes the point that, especially when the child is a male, there may be more at work than simple victimization by an adult.

Notes on a Scandal contains interesting material and, as presented by Dench and Blanchett, the narrative gains strength and immediacy. However, the most important part of any thriller - even one as upper crust as this - is the resolution, and that's where Notes on a Scandal falls on its face. The ending itself isn't bad but the single act leading to it is unforgivable. Those who aren't bothered by this kind of contrivance (and, in many ways, it's no worse than what we have come to expect from thrillers with a lesser pedigree) may enjoy Notes on a Scandal. Others like me will wonder why the filmmakers couldn't have taken the few steps that would have elevated their project to something consistently smart and edgy.