Catherine McCormack co-stars with the glamorous city of Venice in this picturesque feminist fable, based on Margaret Rosenthal's biography of real-life 16th-century courtesan and poet Veronica Franco. McCormack plays hot-blooded Veronica, who lusts after impoverished aristocrat Marco (Rufus Sewell) and an education - but is denied both by the prejudices of the time. Her mother (Jacqueline Bisset) advises her to become a high-class prostitute as the only way to gain access to the tuition she craves and the man she desires. Director Marshall Herskovitz splashes out on atmosphere (a canal five foot deep with 22 million gallons of water was built) and McCormack delivers her witty lines with aplomb, but the climax of the film is too melodramatic to be either credible or particularly entertaining.

Veronica is brilliant, gifted and beautiful, but the handsome aristocrat she loves, Marco Venier, cannot marry her because she is penniless and of questionable family. So Veronica's mother, Paola, teaches her to become a courtesan, one of the exotic companions favored by the richest and most powerful Venetian men. Veronica courageously uses her charms to change destiny -- and to give herself a chance at true love.