GO FISH ***. Directed and edited by Rose Troche. Produced and written by Troche and Guinevere Turner. Executive producers, Tom Kalin, Christine Vachon. Photography, Ann T. Rossetti. Music, Brendan Dolan & Jennifer Sharpe. Cast: Guinevere Turner, V.S. Brodie, T. Wendy McMillan, Midgalia Melendez, Anastasia Sharp. A Samuel Goldwyn release. 85 minutes. Not rated (if so, R for sexuality).

An endearing little movie that was conceived as "by, for and about lesbians," "Go Fish" was a hit at the 1994 Sundance Festival and, like the fish that got away, found a much broader public than the specialized one it was originally planned for.

A no-budget movie, it started filming in Chicago in the summer of 1992, with shooting (because the cast had other fish to fry, such as jobs) done during weekends throughout the year. Lack of funds made stopped the film when two-thirds were done, but an SOS to New York producer Christine Vachon eventually resulted in completion.

Called "an urban romantic comedy," the movie follows a group of five friends (and a few others on the periphery) in their lives, life-styles and preoccupations over a shortish period.

There's newcomer to the big city Max (Guinevere Turner); her college prof and roommate Kia (T. Wendy McWilliams); the latter's lover Evy (Migdalia Melendez) who has parted from her husband; horny bartender Daria (Anastasia Sharp); and Daria's best friend and roommate Ely (V.S. Brodie) whose relationship with her girlfriend in Seattle may or may not be coming to an end.

There is a plot, literally. Led by Kia, Evy and Daria plot the pairing off of their junior pal, still-wet-behind-the-ears young Max, and the shy, gawky Ely. It's touch and go, with the time-spaces filled out by stratagems, talk, talk, talk, readings, thoughts, soul-searching, get-togethers, more discussions, games of truth (who slept with whom), fears of unrequited love --"unrequired" says one character. Perhaps that lexical goof has a Freudian meaning.

The matchmaking finally succeeds, Max and Ely are radiant, everybody is happy and the new twosome are pumped for the specific details of that first night of love.

Throughout, we're treated to slices of lesbian life, with talk so frank that we become voyeurs and eavesdroppers -- but we're meant to be. It's a far cry from Leontine Sagan's 1931 German, classic crypto-lesbian "Maedchen in Uniform," or Jacqueline Audry's 1951 French, stylish and allusive "Olivia" ("Pit of Loneliness"). The times they have a-changed.

We're treated to quirks, humor ("nail-cutting as foreplay?"), jokes, small-talk and big issues, fantasies -- all this with solid underpinnings of reality, indomitable cheer and the joys of intimacy.

Some of the women feel that sex is just sex, others that there's no such thing as "just sex." Much of this feels like the hallowed girls' discussions about men and dates in college dorms, with the difference that these girls talk about girls.

The movie is in grainy, contrasty black and white. Why not color? Perhaps it was too expensive (although these days black and white can cost more). Probably it was unnecessary. A more educated guess is that this most contemporary film tries to recapture much of the look and feel of the 50s and 60s cinema-verite, plus works by independents, plus underground movies.

It works, though there is a surfeit of artsy tricks, closeups, step printing, and abstract symbolic images thrown in, often puzzling, few if any sexual so far as I can tell, except perhaps for the slicing of a bread. And the miking of speech sometimes makes the fast-paced dialogue impenetrable.

Last month, my stay in Mytilini, the seaport capital of the Aegean island of Lesbos, taught me to bring a gas mask and ear plugs next time, given the infernal noise and exhaust pollution by innumerable motorbikes, but nothing about lesbians. "Go Fish" did, including arcana -- Max is reprimanded for theinappropriate use of "butch" -- and exclusivity -- Daria imagines she is put on trial for having had sex with a man. It is as though, under the Nazi Occupation, a local woman had slept with the enemy.

The acting is amateurish, in both senses of "awkward" and "loving," as the non-professional performers pour their all into their living parts.