'Out to Sea': Lemmon & Matthau in Pique Condition

"Out to Sea" is out to brunch: It's got too much on the table, but if you look carefully and show some patience, you can pick out the odd treat.

It is, first of all, pleasant indeed to see a movie engineered for viewers in their golden years. When my appearance skews the median age of the audience down instead of up, the movie may be onto something: that ignored demographic group that has the capability to make the occasional film -- "Cocoon" or "On Golden Pond" -- a big hit.

Our heroes are Jack Lemmon and Walter Matthau, old pros and old chums who've made great movies, better movies, quicker movies and worse movies. In this middle-of-the-pack job, the two stars are unsurprisingly deployed on the Felix-and-Oscar template: Matthau is brazen and a slob; Lemmon is emotionally stunted and a perfectionist. They're an odd couple of grumpy old men.

Matthau is a wizened racetrack habitue named Charlie, given to sport coats not even Damon Runyon would wear and ties equally grotesque but notable for their absolute lack of relationship to the pattern of the coat. He's a marginal guy, always one jump ahead of catastrophe, in debt and on the lam, but somehow invigorated by his own audacity.

His widowed brother-in-law, Herb (Lemmon), is the sort who always worries about the rules. A retired career clerk at the late Gimbel's, he's still in thrall to his deceased wife; he begins to weep when he realizes he's missed their anniversary. His house is neat, prissy, feminized; there's something both lovable and utterly pathetic about him.

The angle-playing Charlie springs a stunt on him to get out of town and evade pursuing bookies, and they end up as dance hosts on a luxury cruise. In other words, they're sort of low-end gigolos.

This situation -- and indeed both Matthau and Lemmon -- are much less interesting than the director, Martha Coolidge, and the screenwriter, Robert Nelson Jacobs, think. Far more interesting are the subsidiary characters who flit through the margins of the movie. For example, Gloria De Haven, a standby of late '40s and early '50s musicals, is simply terrific as a widowed Doubleday editor brought along on the cruise by her daughter and son-in-law.

Then the fabulous old song-and-dance man Donald O'Connor gets a little attention. He's one of the other dance hosts, an affable enough figure without much to do, while Lemmon and Matthau strenuously mug for the cameras. But he gets two lovely moments, a little solo spin with his magic feet to show that he's still got it; and later a riff in tandem with another fabled star, Elaine Stritch.

Here's a value totally vanished from American movies, exiled by explosions and cynicism: the easygoing charm of a hoofer in absolute control of his body whose talent is not merely the speed in his feet but the ease that amplifies that speed. How can anyone dance so beautifully and communicate such powerful charm and control without a drop of sweat anywhere, without the sense of effort that would totally destroy the illusion?

One feels cheated when Coolidge all too quickly ends these sessions and returns to the less interesting main story, which concentrates on Charlie and Herb's relationship with their boss, cruise director Gil Godwyn (Brent Spiner), a former Brit vaudevillian with a streak of fascist running down his back. Spiner is actually quite good in the old icky Terry-Thomas mold.

Less satisfying is Charlie's wooing of rich divorcee Dyan Cannon, an abrasive character who seems entirely too narcissistic for Charlie. Less satisfying still is Coolidge's reliance on Matthau's increasingly baroque physique. He's grown slouchier, scrawnier, clumsier, more singular with age, until he at last resembles a giant grumpy question mark with a three-pack-a-day habit, flecks of pastrami in his teeth and really bad clothes. To watch him motivate from one side of the room to the other is both an adventure and a discovery. The rhythms rattle from kneecap to neck in random order, like spikes on an EKG; he's going forward, yes, but he's also going left and right, up and down, and every which way but backward.

But whenever the movie bogs down in uninspired plot details, Coolidge unleashes the great Matthau stagger with yet another variation. There's got to be more going on in the movie over the long haul than funny walks.

Out to Sea is rated PG-13 for mild sexual innuendo.