Peter (Roger Rees) appears to have his life pretty much in order. His youngest daughter is out of the house and onto bigger and better things, and he has an understanding wife, Terry (Angela Forrest), who is busy trying to write a book. His practice appears to be going well, and he doesn't appear to be bored or frustrated with the work. Yet, at night, he is compelled to visit a dominant, Suzanne (Geno Lechner), who chains him up, plays around with him, and tantalizes him. In the first scene in the film, she takes a needle and pierces his penis, and he thrives on the pain it causes. It comes as no surprise that Peter is upset to learn that Suzanne is leaving her job as a dominant behind. Tentatively, she gives Peter her phone number, offering to meet "on the outside" for coffee like normal people, but Peter has become obsessed with her, yearning for a deeper connection that Suzanne is denying him.

On paper, this is a pretty well-crafted story. Peter is unable to separate the resistance that Suzanne expresses when she's working from the resistance she puts up when they are in the real world, and even if she is interested in him, she can't get past the way they met, something that will forever put them on uneven footing. The film is tastefully shot, obscuring graphic details (such as the actual piercing), which helps to heighten the sense of intimacy. The film is also surprisingly progressive in terms of nudity, with more of Roger Rees in the buff than Lechner, which also helps to cut off any questions of exploitation. Unfortunately, Going Under never quite gains traction, achieving a light heat but failing to generate real steam as the picture goes on.

Part of the problem is the pacing. Despite being only 90 minutes, the film moves along at a casual clip, which stymies the sense of passion that co-writer / director Eric Werthman hopes to create. There is never any sense of urgency or desperation in the movie, even when Peter is at his most needy. I know nothing about S&M, but I have to imagine that film built around it should feel edgy or dangerous at some point, yet the mood is so passive that no such excitement can build. The closest the film comes is a scene where Suzanne crosses some boundaries with a customer, yet the person in question is not Peter, and even then, the energy level is on the low side. Both Rees and Lechner are giving it their all, and whatever arousing qualities the movie has can probably be credited to their on-screen chemistry, but despite their best efforts, it's not enough to get the blood pumping.

The film is also a bit bogged down in side stories that are not as interesting as Werthman hopes they are. Most of the threads involve Suzanne, who meets up with her former manager after quitting, is in a tumultuous relationship with an increasingly frustrated girlfriend (Miho Nikaido), and later travels with Peter to her mother's home for the first time in years. It's hard to begrudge a filmmaker trying to expand a character, to root Suzanne's choices and feelings in something more tangible, but these threads are just a distraction from the core back-and-forth between Suzanne and Peter. Actually, the film glosses over a far more interesting subplot on the other side: Peter's wife is aware and accepting of the fact that Peter is seeing a dominant, but has no idea that his feelings for her have started to grow beyond his control. Developing the dynamic between Peter and his wife could have opened up new and unfamiliar doors for the story to travel down, but Going Under settles back into familiar territory, whispering its safe word before the action has begun in earnest.

The Blu-ray
Much like the timing of the release, the art for Going Under is designed to evoke Fifty Shades of Grey, although the cover reflects the look of the book, not the posters for the film. The image features a pair of plump, slightly parted lips (clearly not Lechner's), with a chain passing by in front of them. Not the most informative imagery. The one-disc release comes in a cheap Infiniti Blu-ray case, and there is no insert.

The Video and Audio
Blue Underground's Blu-ray offers a 1.85:1 1080p AVC video transfer and a DTS-HD Master Audio 5.1 audio track. The film was originally released in 2004, in the middle of the industry's transition from 35mm to digital. Werthman shot the film on 35mm, and the results translate very nicely to high-definition, offering a nuance and clarity that many low-budget movies from the same period would not be blessed with. Dark "dungeon" scenes drenched in heavy red lighting are common, and the kind of scene that home video transfers can choke on, but the Blu-ray handles them nicely, with a natural gradient as the red gives way to shadow. Detail is very strong, and the picture often has a nice amount of depth to it. The image can look just the faintest bit harsh, as if an extremely minimal amount of sharpening had been applied, but that could be my imagination.

The soundtrack is pretty straightforward. The production has a natural ambience and is not particularly enveloping, with the more controllable environments indoors mostly feeling clean rather than enveloping. Outdoor locations are affected by cars passing by and other natural noises and details, and the occasional looping can be fairly obvious. Music is the one aspect that is a little immersive, but even with a no-frills kind of track like this, the film doesn't call out for much more than this. A DTS-HD Master Audio 2.0 track and English captions for the deaf and hard of hearing are also included.

The Extras
The Blu-ray release of Going Under features the same extras as its DVD counterpart, which include a laid-back but informative commentary by co-writer / director Eric Werthman and actor Roger Rees; a making-of featurette, "Pushing the Boundaries" (, SD); a featurette on an S&M even, "NYC Black & Blue Ball" (:, SD), and the film's original theatrical trailer and teaser trailer.

Conclusion
There are aspects of Going Under worth appreciating, including the concept and the performances. Sadly, it's a somewhat lifeless film, one crying out for a couple of sharp jolts of excitement to liven up the proceedings. Rent it.