Turning her back on her wealthy, established family, Diane Arbus falls in love with Lionel Sweeney, an enigmatic mentor who introduces Arbus to the marginalized people who help her become one of the most revered photographers of the twentieth century.

Diane Arbus: [to Lionel] I saw you through my window and right away I wanted to take a portrait of you.
Diane Arbus: What is it?
Lionel Sweeney: Well, every month or so I'm able to breathe about five percent less. My lungs are disintegrating. It's getting harder and harder for me to breathe... deeply. In a matter of months, I'll drown without even swimming, because there'll be nothing left... of my lungs.
Diane Arbus: You're not dying.
Lionel Sweeney: Yes, I am.
Diane Arbus: No, you're not.
Lionel Sweeney: You saw me the night I moved in, remember?
Diane Arbus: Yes.
Lionel Sweeney: I definitely saw you. You trying to seduce me, Diane?
Diane Arbus: No, no.
Lionel Sweeney: No?
Diane Arbus: God, no.
Lionel Sweeney: Is that why you came up here in the middle of the night?
Diane Arbus: I, um... Well, I would like to, uh, I'd like to take a portrait of you and your... your wife.
Lionel Sweeney: I don't have a wife.
Diane Arbus: Well then, I would like to take a portrait of you, just you.
Lionel Sweeney: [holding an inflatable raft] I blew this up for you.
Diane Arbus: Why did you want me to shave you? Hmm? Why?
Lionel Sweeney: So I could swim out further.
Diane Arbus: Swim out?
Lionel Sweeney: Yes.
Diane Arbus: What are you saying?
Lionel Sweeney: [he struggles for words] That I want you with me.
Diane Arbus: What?
Lionel Sweeney: Diane.
Diane Arbus: What are you talking about? You want me to watch you die?
Lionel Sweeney: I want you with me, that's all.
Diane Arbus: But is this what you did? Made me fall in love with you to watch you...
Lionel Sweeney: I don't see it that way at all. I love you.
Man: What do you photograph?
Diane Arbus: Me? Oh no, I'm not the photographer. My husband is.
Diane Arbus: Why don't you tell a secret?
Diane Arbus: I want to take a portrait of you and your wife.
Lionel Sweeney: I don't have a wife.
Diane Arbus: Then I want to take a portrait of you. Just you.
Lionel Sweeney: Why do you want to take a portrait of someone you've never seen, Diane?
Lionel Sweeney: [to Diane] Are you trying to seduce me?
Diane Arbus: Why did you throw down the key?
Lionel Sweeney: You looked like you needed to come up to my place.
Diane Arbus: Why isn't she your girlfriend?
Lionel Sweeney: She doesn't touch me.
Lionel Sweeney: Cookie?

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