Call it the best new comedy of 1967, and you won't be far off the mark. "Out to Sea" is mildly amusing and unabashedly retrograde trifle that, except for a few naughty words, resembles glossy studio product of a generation or so ago. Pic represents a peculiarly audacious sort of counter-programming, in that it's clearly aimed at older moviegoers who aren't likely to turn out for the usual smash-and-grab summer blockbuster fare. Marquee allure of Jack Lemmon and Walter Matthau, along with the nostalgia value of Gloria DeHaven, Donald O'Connor and Elaine Stritch, may generate fair-to-middling B.O. numbers. Fox release should fare well in cable and video venues. Casting off their "Grumpy Old Men" personae, Matthau and Lemmon play golden-agers who discover they're never too old to fall in love. Charlie (Matthau), a chronically unlucky gambler, tricks his widowed brother-in-law Herb (Lemmon) into joining him on a pleasure cruise aboard a luxury liner in the Caribbean. Once they're aboard, Herb discovers the trip will involve more business than pleasure.

To obtain free accommodations, Charlie has signed them on as dance hosts for the cruise. That Charlie knows little or nothing about dancing is of small concern to the compulsive wheeler-dealer. Charlie figures that Herb, a master of the light fantastic, will do all the necessary dancing with the many eager and unattached ladies on board. Meanwhile, Charlie will zero in on some wealthy widow or divorcee, and find a wife who will support him in the manner to which he’d like to become accustomed.

Predictably, the smooth-talking Charlie catches the eye of beautiful Texas divorcee Liz (Dyan Cannon), despite the vocal disapproval of the woman’s acid-tongued mother (Stritch). Surprisingly, Herb also finds romance when he meets Vivian (DeHaven), a lovely widow who’s accompanying her daughter and son-in-law on the cruise.

Unfortunately, there’s a party pooper on board. Gil Godwyn (Brent Spiner), the ship’s cruise director, is determined that all of the dance hosts under his command — even Herb — will refrain from improper fraternizing with passengers. Godwyn introduces himself to the hosts as “your worst nightmare — a song-and-dance man raised on a military base.” And, indeed, while he is all smiles and smooth crooning on the bandstand, he behaves like some latter-day Capt. Queeg as he struggles to keep his hosts in line.

“Out to Sea” often feels like an extended episode of “The Love Boat,” especially during brief turns by such old pros as O’Connor and Hal Linden as veteran dance hosts, the late Edward Mulhare as Charlie’s rival for Liz’s hand, and Rue McClanahan as a shipping company executive whose favor Godwyn cravenly courts. O’Connor has a larky, lively scene in which he tap dances to Van McCoy’s “The Hustle.” But he, like most of his co-stars, serves as little more than attractive window dressing.

Martha Coolidge directs at a leisurely pace, and spends a bit too much time on a stop at a colorful Mexican port village (which, incidentally, was re-created on a ranch in California near Valencia and Castaic Lake). On the other hand, she wisely refrains from getting cheap laughs by turning the middle-aged (and older) ladies on the pleasure cruise into caricatures of geriatric lust as they eye the dance hosts.

Matthau saunters through the pic with his usual mix of cunning and crankiness, using the same hangdog expression to register everything from lust to annoyance. Lemmon has a few poignant moments as his character grapples with the memory of his late, beloved wife, even as he considers the possibility of a new life with someone else. But for the most part, both recycle shtick from earlier, better pictures. Then again, their roles call for little else, and “Out to Sea” actually benefits from their stock turns.

Spiner gets a chance to demonstrate he can do more than play “Star Trek” androids with his aptly frenetic portrayal of the cruise director. (It helps that he’s totally convincing as a big-band vocalist.) Cannon is more restrained here than she has been in other recent screen appearances, and she’s all the more appealing for it.

DeHaven makes a welcome return to the bigscreen with a genuinely charming performance. O’Connor and Linden handle their thinly written roles with engaging aplomb, and Stritch steals every scene that isn’t bolted to the deck with her trademark brand of alcohol-soaked cynicism.

There really isn’t enough complexity or character development to Robert Nelson Jacobs’ slight screenplay to justify the picture’s 107-minute running time. On the other hand, Lajos Koltai’s attractive color lensing and James Spencer’s first-rate production design do much to evoke the glossy look of major-studio romantic comedies of yesteryear.

Fox recently encountered some unexpectedly choppy water with its under-performing “Speed 2: Cruise Control.” It remains to be seen if the studio will fare any better with this slower, mellower sea cruise. One thing is certain: “Out to Sea” has a much happier ending than the long-delayed “Titanic” promises to offer.

Out to Sea

Production

A 20th Century Fox release of a Davis Entertainment Co. production. Produced by John Davis, David T. Friendly. Executive producers, Dylan Sellers, Barry Berg. Directed by Martha Coolidge. Screenplay, Robert Nelson Jacobs

Crew

Camera (DeLuxe color), Lajos Koltai; editor, Anne V. Coates; music, David Newman; production design, James Spencer; art direction, William F. Matthews; costume design, Jane Robinson; sound (Dolby), Jim Webb; choreography, Kim Blank; assistant director, Randall Badger; casting, Jackie Burch. Reviewed at Cineplex-Odeon Spectrum Theatre, Houston, June 19, 1997. MPAA rating: PG-13. Running time: 109

With

Herb ..... Jack Lemmon Charlie ..... Walter Matthau Liz ..... Dyan Cannon Vivian ..... Gloria DeHaven Godwyn ..... Brent Spiner Mavis ..... Elaine Stritch Mac ..... Hal Linden Jonathan ..... Donald O'Connor Carswell ..... Edward Mulhare Mrs. Carruthers ..... Rue McClanahan
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