Using stylized film techniques, Kate Fitzgerald has created a very unique lesbian romance with In Passing. New York actress Vanessa (Veronica Mittenzwei) and playwright Julia (Lisa Rothe) meet while working in the theater and fall in love. The story of their romance is told for the most part visually and with music.

There is very little dialogue as we watch the development and then the disintegration of Julia and Vanessa's relationship. Bonding, frolicking and later on, angst and healing all play out in what are almost long music video segments interspersed with somewhat heavy conversation.

Although quite different from most films, and beautifully photographed, it's most likely the kind of production that will appeal more to art film lovers. Sometimes it felt like watching a silent film or a movie with subtitles because of the extra attention required to watch rather than listen.

Kate Clinton (Laughing Matters, In the Life) makes an appearance doing stand up at a benefit. She is great, of course, but seemed a bit out of place in the middle of a story so otherwise focused on two characters. BETTY, recently well known from their work on "The L Word," contributes a song to the effort.