Ann Walton (Jenny Agutter, WALKABOUT) is devastated that her fiancee Gerald (Tim Pigott-Smith, QUANTUM OF SOLACE) is not taking her with him to a lecturing position at an American college. Her harridan mother (Daphne Oxenford, TV's TO THE MANOR BORN) dislikes Gerald and is forever putting her down. Ann takes her busy landlady's (Rachel Bell) daughter to the harvest festival at the local church and meets cute with quirky American playwright William McCluskey (Sam Waterston, TV's LAW AND ORDER) and they begin an odd affair (he wants her to see him on his TV interview so he has a TV sent to her apartment, he watches his kids while his former wife works a hobby night job as a train station janitor). Things are complicated when Ann's pregnant cousin Pamela (Geraldine James, SHERLOCK HOLMES) moves in while trying to score abortion pills (she has to hang out in the bathroom while William and Ann make love in the bedroom) and get even more complicated when Ann learns that and a second (and very current) older wife Edna (Anna Massey, PEEPING TOM) who sets the terms for Ann and William's continued affair (William has her 42nd birthday cake sent to Ann's apartment during their meeting). Ann starts to suspect (with good reason) that William is seeing other women (she imagines him in bed with Pamela, Mrs. Kershew, and an actress in his play) when she learns that William still has dinner with Edna even though he has moved in with Ann. When Ann discovers that she is pregnant, William is overjoyed and promises to divorce Edna and take Ann with him to America but then Edna confirms that William has been seeing Pamela. Ann leaves William when he tells her that he loves her but does not want to divorce Edna. As the baby's due date nears, William drifts in and out of Ann's life. Will he continue to hurt Ann or will she find the courage to live alone? Scripted by Beryl Bainbridge (who died this year at 76) from her 1975 novel of the same name, SWEET WILLIAM is a frustrating watch. Agutter comes across only slightly less numb than Massey, but I'll give them the benefit of the doubt and assume that they were pre-occupied wondering why none of the female characters have not yet shot "Sweet William." Waterston's writer character is an annoyingly whimsical version of the self-pitying failed writer he would later play in Woody Allen's ensemble piece SEPTEMBER (where he cheats on an even more neurotic gal played by Mia Farrow). Claude Whatham occasionally injects some subjective style into his largely straightforward direction but the story itself plods along with Ann demonstrating no self-respect and a fear of being left alone that is greater than any indignation that her lover may be cheating with every other woman in her life (as well as Edna who is just as improbably besotted with William whom she describes at different points as "a good man" and "a rare man"). The women who don't float about in a trance-like state in this film (including Pamela and the actress in William's play who could either be a personification of Edna or Ann) are on the shrill end of the spectrum. Agutter doffs her clothes here again but does not maintain her dignity (although she does get a nice moment of realization and surprise at the very end).