As rites-of-passage films featuring a young man's sexual initiation in the arms of a beautiful woman go, Class (1983) has plenty going for it, not least its attractive cast: Andrew McCarthy as Jonathan, Rob Lowe as Gatsbyish best friend Skip, and Jacqueline Bisset as the beautiful woman who's old enough to know better and just happens to be Skip's mother. Lewis John Carlino's film has moments of insight, taking a few well-aimed shots at the vaguely sinister network of private-school life. In the first reel it neatly subverts the bullying scenario that threatens when the geeky Jonathan arrives at the school, while offering the briefly intriguing sight of Lowe in scarlet bra and pants. And there's a subplot of deceit and complicity that both strengthens and threatens the friendship that rapidly forms between Skip and Jonathan. In many ways, though, the most interesting element of the picture--Skip's relationship with his dysfunctional family--is left unexplored. Jonathan's deflowering and subsequent interludes are merely titillating. And Bisset's Ellen, a desperately sad character, becomes superfluous once the revelation that she's the "teacher" sets the boys' friendship on the path to fraternal solidarity. --Piers Ford