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Out to Sea is a 1997 Rom Com directed by Martha Coolidge and starring the duo of Walter Matthau and Jack Lemmon, as well as Dyan Cannon, Elaine Stritch, Donald O'Connor, Hal Linden, Rue McClanahan, Gloria DeHaven, Edward Mulhare, and Brent Spiner.

Widower Herb Sullivan (Lemmon) is conned by his deep-in-debt brother-in-law Charlie Gordon (Matthau) into working alongside him as dance hosts aboard an all-expenses-paid luxury cruise to Mexico.

Herb develops an interest in widow Vivian (DeHaven), who is onboard with her daughter and son-in-law on their honeymoon, but he still struggles with trying to move on from his late wife.

Charlie, aiming to romance a "lonely rich broad" in hopes of paying off his debts, hits it off with Texan divorcee Liz LaBreche (Cannon), but faces scrutiny from her Mama Bear mother Mavis (Stritch) and competition from English gentleman Cullen Carswell (Mulhare).

Threatening Herb and Charlie's goals is tyrannical cruise director Gil Godwyn (Spiner), who's taken an immediate dislike to them and would have no problem kicking them off the ship if they fraternize socially with the guests (in Herb's case) or are revealed to not be able to dance (in Charlie's case).

This was the final film for DeHaven, O'Connor, and Mulhare, who passed away less than two months before the film's release.


This film provides examples of:

  • Alliterative Name: Gil Godwyn
  • An Aesop: Taking a chance is worth it, no matter how scared you are.
    • Tell the truth, especially since the other person might also be lying to you as well.
  • Aw, Look! They Really Do Love Each Other: The ending, especially given that both Charlie and Liz tell each other the truth about their respective cons and that Herb has taken a chance to go after Vivian.
  • Bait-and-Switch: When Charlie states "Okinawa" as the reason he knew how to speak some Japanese, implying he served in the island's military occupation, before clarifying that he actually learned it at a seafood restaurant on the Sunset Strip by that name.
  • Benevolent Boss: Ellen Carruthers
  • Beware the Nice Ones: Herb, when he finally blows up at Gil in a Crowning Moment of Awesome.
    Herb: Listen to me, you snivelling little brown nose! I have lived for 71 years, I fought a war, I buried my wife, and I have survived 48 white sales at Gimbels! So if you think that some little fop like you is gonna stop me, you got another thing coming!
  • Big Eater: Sylvia (Dale Raoul) is implied to be one.
    Sylvia: I was a size 4 when I got on this ship.
  • Book Ends: Gil's first song in the film is "Cheek to Cheek". The same song is then sung by Mac (Linden) at the end of the film, as we see a miserable Gil now in his new job as dance host.
  • Chekhov's Gag: Gil smelling Charlie's gas station cologne sets him up later to recognize it smelling his pillow after Charlie and Liz "borrowed" his room.
  • Commitment Issues: Herb blows several chances to get closer to Vivian, since he still carries a torch for his late wife Susie.
  • The Conscience: Herb is obviously this to Charlie.
  • Contrived Coincidence: Vivian's taxi just happens upon the same seaplane port as the LaBreches at the film's climax, though possibly justified as said seaport is the closest thing to an airport in that area.
  • Creative Closing Credits: The first half of the ending credits has the characters dancing to Bobby Darin's version of "More", while the second half is comprised of Hilarious Outtakes.
  • Dance of Romance: Naturally with Herb and Vivian. Spoofed with Charlie's later "rhumba" with Ellen.
  • Deadpan Snarker: Herb
  • December–December Romance: Herb and Vivian
  • The Dog Bites Back: Herb, Mac, and Jonathan to Gil near the end of the film.
  • Earn Your Happy Ending: And how. Herb and Charlie have to take a lifeboat off the cruise liner and onto the ocean, catch up to Vivian and the LaBreches's seaplane, and fire a flare to get their attention.
  • Enraged by Idiocy: Gil, which is justifiable given his job, but of course, he takes it to tyrannical levels.
  • Establishing Character Moment: Charlie wins at the Santa Anita racetrack, but is unfortunately still short in paying off his bookie.
    • Herb celebrates his and his deceased wife's wedding anniversary with two place settings. That is, before Charlie arrives and reminds him that he is actually one day off from the correct date.
  • The Gentleman or the Scoundrel: Carswell and Charlie in their Love Triangle with Liz.
  • Happily Ever After
  • He Cleans Up Nicely: Charlie, when he wears a tuxedo for his first dance and later meeting Liz.
  • Here We Go Again!: Charlie asks Herb to lend him some money, as his taped-together check from Carswell cannot yet be cashed.
  • Hoist by His Own Petard: Liz turns out to also be on the ship to marry a rich suitor. And like Charlie, she is also flat broke.
  • Horrible Judge of Character: Mavis thinks Liz is this when it comes to Charlie. Given Carswell is another potential suitor, it's hard to blame her.
  • Keeping Secrets Sucks: Herb soon has regrets over his part in Charlie's plan and over lying to Vivian about his job. Charlie, on the other hand, is more focused on beating Carswell for Liz's affections.
  • Large Ham: Gil Godwyn
  • Laser-Guided Karma: Gil yelling at Charlie and Herb and calling Ellen an "old bat" without knowing Ellen herself is right behind him gets him fired from his job and demoted to the more lowly job of dance host by the end of the film.
  • Liar Revealed: Refreshingly for the genre, Liz and Vivian are pretty reasonable and mostly willing to listen to Charlie and Herb's explanations (and that's before getting into Liz having been lying to Charlie herself). The bigger hurdles turn out to be Herb's Commitment Issues and Charlie getting in trouble with Gil.
  • Maintain the Lie: Mavis reminds Liz that they spent their "last two dimes" on their impressive suite to keep up their wealthy image.
  • Mama Bear: Mavis makes no bones about this to Charlie, especially given she clearly wants Liz to hook up with Carswell instead.
  • Ooh, Me Accent's Slipping: The LaBreches are supposedly from Texas, but their accents are mild at best and nonexistent at worst, though it's possible they lied about their origins as well.
  • Precision F-Strike: Jonathan Devereaux (O'Connor), at least for a film rated PG. O'Connor's delivery and babyish face really sell it.
    Jonathan: (to Gil) Prick.
  • Questionable Consent: At least mildly anyways. Charlie tricks both Gil (with a false work message supposedly from Ellen) and Ellen (with a false romantic note from Gil) into ending up in the same suite together so Charlie can use Gil's room alone with Liz. Add to this the fact that Ellen is Gil's boss, and Gil has already been established as being desperate for a promotion, though the most we ever see is Ellen surprising him with champagne before she throws the door closed, and Gil being visibly sore and exhausted the next morning.
  • Rewatch Bonus: Knowing Liz's true motivations helps her flirtatious demeanor and many gifts of flowers make a lot more sense to the viewer.
  • Small Name, Big Ego: While his position on the ship is hardly small, Gil has an ego so large he opens for himself in the third person before every one of his performances.
  • The Snark Knight: Mavis. Being played by Elaine Stritch will do that.
  • Spiritual Successor: To the Grumpy Old Men duology. Lemmon and Matthau are still Vitriolic Best Buds (though not nearly as much as in the other films), but are now also related (by marriage), and find new romantic partners in the same film. Lemmon's character is the widower instead of a divorcee, and he and Matthau are once again joined by a cast of movie and Broadway legends.
  • Wham Line: When Liz tells her mother that she and Charlie are getting married.
    Mavis: Hot damn! I knew we'd snag one of 'em!

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