Dear Kristine -- Two films come to mind immediately. ON THE WATERFRONT in the scene where Terry tells Evie he was responsible for Joey's death is drowned out by the blasts of ship's whistles. In THE GRADUATE, when Elaine and Benjamin rescue their miserable date and to the drive-in, they close the car windows to get away from the music, but the spectator is closed out as well, and that crucial conversation (in which, we presume they fall in love) is completely unavailable to us. Actually that film is filled with such moments (when Benjamin is in the wet suit, when the Robinson's are cussing him out at Elaine'swedding.) Ya know, it's that "sounds of silence" kind of thing! In most of Robert Altman's films, his trademark overlapping sound (usually 14 tracks of dialogue) often prevents the spectator from focussing on any one in particular, and it is only with repeated viewings that one can understand the various conversations. I'm not sure if the latter is what you had in mind, however. I'm also wondering if you are interesting in films where the central character goes nuts or something and in our identification with her, we can't hear certain bits of dialogue. Sounds like a great topic. Nina ---- To signoff SCREEN-L, e-mail [log in to unmask] and put SIGNOFF SCREEN-L in the message. Problems? Contact [log in to unmask]