I can’t remember when my mom first used the phrase “checkout generation”—which was always in the form of “I’m part of the checkout generation! One foot in the grave and the other on a banana peel!” but I think it probably started when she turned 40. It’s stopped in recent years, however, perhaps as it’s a little bit closer to the truth. (If I were to quote my mother consistently, she would sound like a very dark person, but whatever words have come out of her lips over the years, she’s seldom actually lived like a dark person.)  But it is a common enough theme in cinema to have “checkout movies”, like the 1979 not-really-classic “Going In Style” with Lee Strasberg (d. 1982), George Burns (d. 1998) and Art Carney (d. 2003). As you see from the expiration dates of the leads, it’s more than feasible for an actor to do multiples. (Burns and Carney could’ve done a dozen!)

Two checkout movies came out at the same time this fall: One featured Jerry Lewis as Max Rose, a man who discovers his beloved, recently deceased wife had a “true love” somewhere that he knew nothing about. It looked like it had potential (though the critics panned it). Then there was this ensemble comedy, Silver Skies featuring a host of once famous actors or at least very memory-tickling faces. We chose to see Silver Skies.

The plot isn’t really worth talking about (rapacious developer converting run down apartment housing old people into expensive condos they can’t afford) but it’s also not really the point. The point is to see some old-timers strut their stuff once more. We’ve seen a few of these over the past ten years, almost all low budget, and of varying degrees of quality, like The Man Who Shook The Hand Of Vicente Fernandez (Ernest Borgnine’s last role), The Man In The Chair (which we might’ve thought was going to be Christopher Plummer’s last role, but he’s just been kicking ass over the past decade), This Is Happening (Cloris Leachman), and so on, but this probably has the biggest cast of recognizables, most of whom get a turn at the juicy parts.

George Hamilton plays an old never-was who used to caddy (or something) for Dean Martin and now, in his occasional bouts of dementia, thinks he is Dean Martin. He’s assisted by the (relatively) young Jack McGee (Moneyball, TRON: Legacy) who lives with him and provides some cash for the two with his race track job. Barbara Bain is the feisty not-gonna-take-it gal who—well, we’ll talk about her in a sec—is married to the more mild-mannered Jack Betts, who isn’t one of those guys you say “Hey, that’s Jack Betts” but is definitely an “I know that guy” kind of person, having memorable roles such as Boris Karloff in Gods and Monsters and the Federal-Pound-Me-In-The-Ass judge in Office Space. Bain and Betts are very strong both singly and together.

Unlike the late Alex Rocco, who turns in a touching performance, but does not look well. (I actually thought he had died in 2010, so I was surprised that he had passed in July of 2015.) Rocco is the one-woman-guy who mourns his wife but has a serious crush on the slutty Valerie Perrine (Miss Tessmacher!) who, even at this late date, is relying on her charm and flooziness to get by. She’s got herself some blue line-readings after a short, sleazy encounter with Howard Hessman, who doesn’t really look that much different than he did on “WKRP in Cincinnati” over 35 years ago.

Mariette Hartley plays the mystery woman; the woman they all know is rich, but who doesn’t associate with the rest of them, who is racked with guilt over something awful. The cast is rounded out by a few younger actors, like the maybe-a-little-too-pretty Heather McComb as the not-so-vicious realtor, the handsome young caretaker (Phillip Andre Botello) and lawyer (Todd Williams), and the beyond greasy Micah Hauptman.

Dick Van Patten has an unforgivable cameo.

And I mention the actors extensively here because writer/director Rosemary Rodriguez keeps going back to the actors for the beats of the film. That is, each scene is an opportunity for the actors to really act, and they deliver, though this approach seems to come at the expense of a certain focus. Like, Heather McComb has a touching heel-turn scene with Valerie Perrine. It’s a good scene, and it resonates fairly well—though it’s a little hard from what we know of Perrine to see how her character connects to McComb (who is self-sufficient through non-sexual activity) except in the general sense of being hard and pushing away emotional attachments, but we don’t really have time to see get this in McComb. In other words, Rodriguez is leaning heavily on the actors.

This acting-opportunities-driving-the-story leads to some tonal issues as well. We start with a fairly light tone of feisty old people fighting for their homes, so Perrine’s scene with Hessman comes across as sort of shocking. But not as much as a later scene which ultimately leads to her confrontation with McComb. Hauptman is at first comically inept seeming, then weirdly creepy, and finally downright felonious, which gives Bain a chance to play off Hartley and, later, Betts, but man! is it dark! And that’s not even going into Hartley’s character’s backstory which is real dark, like domestic-abuse/burning-bed dark, and contrasts oddly with Hamilton’s latter-day Lothario approaches to her or McGee’s earnestly clumsy attempts at wooing.

It all somehow works, breezily packing in story arcs for half-a-dozen duos into a brisk 90 minutes, though you do have to turn your brain off more than once (that’s not how real estate works. that’s not how lawsuits work. that’s not how criminal law works. etc.), something Rodriguez makes easy by giving you something fun or engaging in every scene.

A few other oddities: The Boy asked, as we were walking out, “Was this…porn? I mean, there was actual porn in it.” Hauptman’s character is watching actual porn at one point and on the Big Screen, it was perhaps more detailed than expected by the filmmakers.

The music was really odd. There’s no credit listed for music at IMDB. But a couple of times during the film The Boy and I were kind of looking at each other with this “Wait, is that the music, or is that coming from another theater?” It was inappropriately sinister, and sort of “loud” musically even though you could barely hear it. Kind of like someone playing “Night on Bald Mountain” just below the level of hearing.

Anyway, The Boy and I liked it; the issues I’ve pointed out with it really didn’t seem to matter much. They wanted to put together a ensemble piece and strut their stuff and that’s what they did. Tough to complain about that.