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Forty-two year old famed composer and playwright George Webber (Dudley Moore) is going through a midlife crisis. He is seriously dating thirty-eight year old actress and singer Samantha Taylor (Dame Julie Andrews), who he loves, although he admits their connection is more intellectual than it is emotional. She, in turn, loves him, despite barely tolerating his often infantile behavior. This behavior includes spying on a neighbors sexual encounters with a wide array of women, this spying about which the neighbor knows, as he does it himself. Driving one day, George spots a young woman who he believes is the most beautiful creature hes ever seen - an "eleven" on a scale of ten, tens which he didnt believe existed before her. Beyond the fact that she is probably half his age, a problem with Georges infatuation is that she is just off to her own wedding. George and Sams relationship takes a hit with an argument which is further exacerbated by a series of misunderstandings. As such, George decides to pursue the woman of his dreams with all of his energy. He learns her name is Jenny Miles, now married Jenny Hanley (Bo Derek), and he is able to follow her to a Mexican resort where she and her husband David Hanley (Sam J. Jones) are honeymooning. In his pursuit of Jenny, his encounter with a lonely woman named Mary Lewis (Dee Wallace), who is vacationing at the resort, and his discussions with his gay lyricist Hugh (Robert Webber) concerning his relationship with his much younger trophy husband Larry (Walter George Alton), George may come to a clearer picture of what he is doing in Mexico, and how he truly feels about Sam.
On the night of his 42nd birthday, George Webber (Dudley Moore), a popular songwriter, begins showing symptoms of a "middle-age crisis". Over the succeeding weeks, he finds himself continually staring at young girls on the street, and he begins envying his high-living neighbor, whose life is one endless orgy. Georges behavior causes great concern to his lover, singing star Samantha Taylor (Dame Julie Andrews), and to his partner Hugh (Robert Webber), who has seemingly avoided Georges dilemma by being gay. While driving home one afternoon, George spots Jenny Hanley (Bo Derek), a stunning young beauty en route to her marriage ceremony. Regarding her as "the most beautiful girl Ive ever seen" (on a scale from one to ten), George follows her to the church. He later learns her name, and discovers that she and her husband are honeymooning in Mexico. Driven by the impulse to see her again, George flies to Mexico and checks into the hotel where Jenny is staying. Later, he sees the couple on the beach, and begins indulging in romantic fantasies about the lovely young girl. When he rescues her husband from drowning, a grateful Jenny invites George to her room.
Dudley Moore
George Webber
Bo Derek
Jenny Hanley
Julie Andrews
Samantha Taylor
Robert Webber
Hugh
Dee Wallace
Mary Lewis
Sam J. Jones
David Hanley
Brian Dennehy
Donald
Max Showalter
Reverend
Rad Daly
Josh Taylor
Nedra Volz
Mrs. Kissell
James Noble
Dr. Miles
Virginia Kiser
Ethel Miles
John Hawker
Covington
Deborah Rush
Dental Assistant
Don Calfa
Neighbor
Walter George Alton
Larry
John Hancock
Dr. Croce
Lorry Goldman
Bernie Kaufman
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