Peter O'Toole reigns once again onscreen in "Venus." Playing his first meaty leading film role in perhaps two decades, the still charismatic star scores a bull's-eye here as an aged thespian who, despite failing health, can't resist playing out a final dalliance of a sort with a nubile young thing. This thoroughly British entertainment will appeal most to older viewers, but good reviews and word of mouth could push it to a wider audience.

Peter O’Toole reigns once again onscreen in “Venus.” Playing his first meaty leading film role in perhaps two decades, the still charismatic and silver-tongued star scores a bull’s-eye here as an aged thespian who, despite failing health, can’t resist playing out a final dalliance of a sort with a nubile young thing. Genuinely funny, randy and moving by turns, breezily enjoyable throughout, this small-scaled, thoroughly British entertainment will appeal most to older viewers, but good reviews and word of mouth could push it to a wider audience.

This third collaboration between writer Hanif Kureishi and director Roger Michell, after “The Buddha of Suburbia” for TV and the 2003 feature “The Mother,” takes a premise that could have been cutesy and/or unpleasant in other hands and raises it to a level that is at once respectably mature and cheekily irreverent. It’s “The Sunshine Boys” with balls and prostate problems.

O’Toole plays Maurice, a rangy, still-working actor who is “a little bit” famous but would be mostly alone were it not for his easy-banter friendship with cranky old fellow trouper Ian (Leslie Phillips, little-known Stateside but in the U.K. a well-liked stage and TV figure who appeared in several “Carry On” pics). Maurice comes by Ian’s modest flat for drinks and they natter on like a lively old couple, mostly about their health and the old days. The latter is a subject on which Maurice is merciless where Ian is concerned; when Ian allows that he’s considering writing his memoirs, Maurice snaps, “That won’t take long.”

Just as Maurice’s doctor informs him he may soon need prostate surgery, the old hound is introduced to Ian’s 19-year-old grand-niece Jessie (Jodie Whittaker). A common girl with a lower-class accent, Jessie has no particular distinction. But her physique and perhaps her mere proximity stimulate Maurice (there is more than a 50-year age difference), so he takes her out one night to the theater and, after she gets sloshed at a club, comforts her and gets her home. Promising to find her work, he gets her a gig modeling nude for an art class, where he unsuccessfully attempts to be an observer for the day.

So begins a relationship with a dynamic all its own. It’s less a May-December romance than a April 1-December 31 dalliance, with Jessie occasionally offering a little something just to humor her ancient courtier and Maurice invariably trying to take advantage of any possibility to push it to the next level. She completely renounces him at one stage and allows a loutish b.f. to rough him up at another, but in the end is able to give him something he wants before the final curtain comes down.

Pic is hardly shy about advancing intimations of mortality, and mostly humorous ones at that. One wonderfully timed scene shows Maurice in a hospital surrounded by grieving family on what surely will be his death bed, only to pull the rug out from under the viewer with a knockout punchline. A gentler mood finds Maurice and Ian getting drunk at an empty old men’s club, then making their way to a small church where numerous theatrical luminaries are buried.

More poignant still are Maurice’s visits to his ex-wife and the mother of his three children, Valerie (Vanessa Redgrave). Despite the many years apart and Maurice’s undoubted betrayals, the two still share a palpable and deep mutual understanding that makes clear how wonderful they must have been together for a while. So decrepitly dowdy — and yet still attractive — as to be unrecognizable at first, Redgrave is an utter marvel in her scenes, and beholding her and O’Toole together carries major reverberations from when they were among the most beautiful and prominent players on the English cinema scene more than 40 years ago. They’re still stunning.

Phillips is delightfully grumpy as Maurice’s increasingly complaining cohort, and Richard Griffiths provides nice contrast as the duo’s occasional third wheel for gabfests. But it’s O’Toole’s picture from beginning to end. Pic wasn’t specifically written for him but it might as well have been, as it provides so many grand opportunities that he is able to amplify with his talent for acerbic wit, lordly pronouncements, naughty impudence, rueful longing, couldn’t-help-it regret and self-consciously theatrical nonsense, among other human conditions and postures.

Despite playing a trodder of the boards, O’Toole resists all temptation for flamboyance, coming away with a rounded, amusing, endearing and, given his lack of opportunities in recent years, unexpected triumph.

Whittaker’s Jessie remains a sullen, inexpressive vessel for a good long while, which emphasizes the idea that Maurice is mostly seeing what he wants to see in her.

Shot on Super 16, pic is an economy job, looking little different productionwise from a TV film. But director Michell obviously knew what counted here; he’s given the actors a modest frame and encouraged them to do the rest. They have.

Venus

U.K.

Production

A Miramax Films release (in U.S.) of a Miramax Films, FilmFour and the U.K. Film Council presentation of a Free Range Film. Produced by Kevin Loader. Executive producers, Tessa Ross, Scott Rudin, Miles Ketley, Charles Moore. Directed by Roger Michell. Screenplay, Hanif Kureishi.

Crew

Camera (Deluxe color, Super 16-to-35mm), Haris Zambarloukos; editor, Nicolas Gaster; songs, Corinne Bailey Rae; additional music, Rae, David Arnold; production designer, John-Paul Kelly; art director, Emma Mac Devitt; set decorator, Sophie Phillips; costume designer, Natalie Ward; sound (Dolby Digital), Danny Hambrook; supervising sound editor, Peter Baldock; re-recording mixer, Tim Alban; line producer, Rosa Romero; assistant director, Barrie McCulloch; casting, Fiona Weir. Reviewed at Telluride Film Festival, Sept. 3, 2006. (Also in Toronto Film Festival -- Special Presentation.) MPAA Rating: R. Running time: 94 MIN.

With

Maurice - Peter O'Toole Ian - Leslie Phillips Jessie - Jodie Whittaker Donald - Richard Griffiths Valerie - Vanessa Redgrave
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