'LOVE ME' SHOWS THE PAINFUL REALITY OF SEX AND RELATIONSHIPS.

Byline: DAVID KRONKE

>TV CRITIC

The desperation in relationships is implicit in the title -- and far beyond -- of HBO's latest provocation, "Tell Me You Love Me," a bold exploration of the panicked yearning to simply connect -- or simply remain connected -- with someone one loves.

Initially, the series -- created by Cynthia Mort -- attracted much attention for its frank, raw depictions of sexual coupling. It seemed like Mort and HBO wanted it both ways -- a drama about dissolute relationships akin to Ingmar Bergman's "Scenes From a Marriage," only with sex scenes a camera angle or two away from hard-core pornography, something for the art-house crowd to embrace and for the Larry Craigs of the world to decry -- while lasciviously licking their lips -- as "naughty" and "nasty."

Wisely, HBO sent out all 10 hours of the series, and by the conclusion, I was convinced: It really isn't about the sex scenes, a selling point in some circles and justification for avoiding it in others. In the end, the show really is earnestly interested in exploring the minutiae of ordinary lives, the complications that mount and the decisions that are made that ruin or otherwise affect people's lives without them even noticing.

"Tell Me You Love Me" focuses on three dysfunctional relationships, whose participants are all patients of the same therapist, May Foster (Jane Alexander). The marriage of thirtysomethings Palek (Adam Scott) and Carolyn (Sonya Walger) has run aground due to their inability to conceive. Fortysomethings Dave (Tim DeKay) and Katie (Ally Walker) have drifted so far in their marriage that they've become unmoored and no longer have sex.

And the youngest couple, Jamie (Michelle Borth) and Hugo (Luke Farrell Kirby), suffer from commitment issues that torpedo their engagement, sending Jamie into a self-destructive spiral of casual sex.

Two guarantees: You will not have seen sex depicted this explicitly in any TV series; genitalia of both genders is on display.

And, unless you're a student of certain European filmmakers of the '50s, '60s and '70s, you likewise may not be prepared for the show's laconic pacing, which can lapse into moments of tedium. Disaffection this profound cannot be depicted via quick cuts; it can only be conveyed through rambling dialogue and long, lingering reaction shots.

"Tell Me You Love Me" can feel like a lugubrious affair. Even the sex scenes and moments of ostensible levity carry with them an air of melancholy (which feels like a bit of a failing; even miserable people are capable of a good joke or two). Ultimately, however, Mort has sincerely attempted to honestly depict how lives can fall apart and, ever so tentatively, how they can perhaps be patched back together.

To put it glibly: You'll show up for the sex, but for those of a aesthetic certain sensibility, you'll stay for the anomie.

David Kronke, [phone]

[e-mail] www.insidesocal.com/tv/

TELL ME YOU LOVE ME - Three stars

>What: Drama about troubled relationships depicted realistically -- both in their frank sexuality and their tedium.

>Where: HBO.

>When: 9 tonight; also 9:45 p.m. Monday, 11 p.m. Tuesday, midnight Thursday.

>In a nutshell: The sex may be the selling point, but the characters' emotional interior lives are what resonate.

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Jane Alexander is a therapist whose patients include three couples in dysfunctional relationships in "Tell Me You Love Me," tonight on HBO.