Schatzberg drew inspiration from his background as a portrait photographer by using conversations with fashion model Anne Saint-Marie as a foundation for his engrossing story of a washed up model gradually losing hold on reality. Schatzberg’s first feature is a stylistic tour de fource that displays his consummate mastery of the medium, employing a fractured narrative style that freely intermingles flashbacks and fantasized events with the present and brilliantly manipulates the sound track to maximize the carefully calibrated sense of disorientation. In her revealing performance as the fragile model, Faye Dunaway strikingly personifies Schatzberg’s fascination with the disenfranchised that will extend to his subsequent films.