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Notorious Manhattan womaniser Harry Sanborn (Nicholson) is looking forward to a weekend with new girlfriend Marin (Peet) in her palatial Hamptons beach house. What he's not prepared for is the arrival of Marin's mother Erica (Keaton). Especially since Erica is much closer to Harry's age than Marin is! The weekend is further interrupted when Harry has a heart attack and is forced to remain in Erica's care. And before they realise what's happening, both discover a surprising mutual attraction. But Harry has competition; his handsome young doctor (Reeves) is deeply attracted to Erica as well.

With a script this astute and witty, almost any cast could have made it work, but this is certainly not just any cast. Keaton is absolutely fantastic as a sexy middle-aged woman who's much more than a jittery bundle of nerves (although she's that too). She catches every emotion in her eyes, then echoes it throughout her entire body. This is such a perfect performance that you feel she was born to give it! Nicholson is at the peak of his powers too, maintaining that old-Jack grin while balancing it with a more interesting voyage of self-discovery that involves both broad physical humour and emotional resonance. Their scenes together spark with such raw authenticity that they take us aback--funny, moving, sharp and seemingly effortless. The supporting cast gets a bit of a short shrift, but they're wonderful in their brief scenes, especially Reeves, who's never been this sexy, charming and utterly truthful.

Meyers and her cast so thoroughly skewer notions of age and romance that hopefully movies will never be the same again. There's more chemistry between Nicholson and Keaton than in every 20-something rom-com made of the past five years put together! And even a contrived series of events can't undermine dialog this knowing and hilarious. Each scene peels back another layer to reveal the people underneath--people who've spent their lives carefully protecting their hearts from pain ... and joy as well. It's a remarkable film full of telling moments that make us laugh and think. Yes, Meyers chickens out in a few areas (most notably in dealing with sex and the whole mother-daughter thing), but when she starts examining two people who open up something in each other that they never expected to find, she strikes gold.