Charismatic 50-something professor, David Kepesh (Ben Kingsley), has a history of bedding and forgetting his beautiful students. And then Consuela Castillo (Penélope Cruz) enters his class and he is besotted like a love-struck teenager. Suddenly the aging academic begins to feel his age as he imagines failed contests with younger suitors and disapproving family members, resulting in a jealousy which will drive his beloved away.

While this is neither a particularly original story nor a spectacularly interesting one, the film is ably kept afloat by a series of amazing performances most notably by Kingsley. His finely measured rendition of a self-assured adult slipping subtly into emotional paranoia is bewitching; expertly communicating, as he does, a wealth of complex emotions through his solemn veneer. Cruz is also excellent, effectively and convincingly playing a character who is clearly some years younger than herself and crucially we fall in love with her immediately. But the supporting cast is also excellent. Dennis Hopper steals every scene as Kepesh's best buddy and it's refreshing to see him play something other than a crazy nutjob. He also delivers the films best line - "Beautiful people are invisible. We don't see the real person. We're so dazzled by the outside, we never make it inside." Patricia Clarkson is as solid as ever as Kepesh's habitual bed partner and even Debbie Harry is surprisingly convincing in her small role as Hopper's wife.

With a tone which is similar to Nick Cassavette's The Notebook, this is a film targeted towards a mature audience and in that capacity it surely won't disappoint.

7.5 out of 10.