You know I wasn't going to go and see this film because I'd been put off by the trailer and pre-release marketing that was all making a big play of the fact that Penélope Cruz was going to be naked in it, and I was thinking so what? Is that all there is to market it on?

Well I thought better of that and I'm so glad I did, for there's so much more to this than Cruz naked, there's a superb film that's both beautiful and moving backed by superb performances.

David Kepesh is a professor and a cultural critic who, despite being of later years, is still enjoying a very active single life. Together with his friend they are enjoying a somewhat younger man's life. Then one day a new young student arrives in his class, Consuela Castillo and he is instantly attracted to her.

He does nothing until the course is over and he holds his traditional cocktail party for all his students, there he makes his move and soon they are a couple. However it doesn't take long for Kepesh to start thinking about the age difference and then he's becoming jealous about her and her younger friends and he's threatening to destroy what they have.

This is a stunning film, truly it is.

The performances from Ben Kingsley and Penélope Cruz are fantastic, in fact this is perhaps the best performance from both that I've seen, in particular Kingsley. Both their performances are subtle, natural and very real.

I've always thought that Cruz can give a superbly natural and engaging performance on screen, but not Kingsley. I've often thought that Kingsley has a tendency to overplay his characters, something that has worked superbly well in films like Sexy Beast, but his restrained performance works so well in films such as The House of Sand and Fog. Here he pulls out that restrained performance again, and this time it's the most human and intimate I've seen him.

The progression of Kingsley's character is superb to watch and he does play the character perfectly. My initial reservations about him playing the role were blasted away by his performance throughout and the effortless way he changed the character.

Cruz really does command the final part of the film. Her scenes as she poses for photographs carry such emotional weight it was extremely moving, and she did this with the subtlest of performances. Kingsley too has a much more emotional performance in this half, but it is Cruz that steals this half.

There's another casting surprise in this film and that's for the friend of Kepesh, he's played by Dennis Hopper. Initially I was confused when I saw him and my knowledge of his performances really didn't fit with the character that was being played out, but actually he was perfect for the role. His character is a jovial, and young at heart man, much like Kepesh, but his advice is much more sensible than Kepesh's impulsive actions.

However he's not all good, and his character is let down by the script, the only weak part of the script in my opinion. His closing scene of the film was a little too comic and final for me. It seemed all too convenient and amusing when compared to the rest of the story which was filled with deeply insightful and poignant writing.

Peter Sarsgaard and Patricia Clarkson also put in good performances, keeping up with those of the leads. The real power of the performances though is where the characters meet and interact, for the relationships in the film are some of the strongest, most realistic, and most challenging emotionally that I've seen in film for some time.

The scripting is superb in Elegy, and that strength probably does start with Philip Pullman's novel The Dying Animal from which the film is adapted. It has some great lines and short monologues from the leads, particularly the very insightful discussions between the two friends which provided for some lines and discussions that really struck chords with me. The script doesn't feel like it carries much baggage at all, and just about every line seems to serve a purpose or deliver a point.

That said there are also some great scenes without dialogue, where the silence relies on the subtle physical performances to carry the scene, and all the actors breeze through these moments, capturing the audience's attention without interruption. There's a brief moment of awkwardness and tension in the silence when the two leads meet again late on in the second half, but I'm not so sure if this is what was intended.

It's a funny and insightful film for the first half, and it felt very personal both between the characters and myself, for it did seem to make a lot of connections with me personally. The second half is where it really turns on real life and brings some emotionally strong turns. So much so that after the film there was a silence from the audience, not because they didn't like it as they were quick to praise it in the Q&A; afterwards, but because it struck so many people. There were definitely tears and sniffles from around me in the audience.

This is a stunning film with superb performances that are both subtle and emotionally charged, and an amazing script filled with realistic and heartfelt dialogue that will strike a chord and move even the hardened of audience members. A beautiful and moving film that captures some amazing moments in the human condition, especially of men. For those who love cinema to touch them on some way, this is a definite must see.

Director Q&A;:
Following the film there was a brief question and answer session with the director, Isabel Coixet, here are some notes from that session.

A lot of people, particularly the Independent newspaper, complained that a woman should not be adapting a Philip Roth novel, especially this one. However Isabel Coixet never saw it as an issue and thought that her insight into the female mind provided for much stronger dialogue from the female character, most of which she rewrote, and that she really understood the Kepesh character - "you know he's just a guy".

She loved the Philip Roth novel The Dying Animal (Play.com / / ) straight off and had read it before the script. When she was sent the script from the producers of The Human Strain, she was drawn in immediately.

Coixet met with Roth four times prior to the filming and he would read aloud the book to her pointing out what he wanted to be in the film and what he wouldn't. He would say "this is in the movie" - she didn't make it clear if that was a question or a command - and she would sometimes say yes and sometimes she would say no. Now I bet that took a lot of courage to say no to the author, especially when it's someone like Pullman.

For example in the novel there's a scene where Castillo give Kepesh a blow job and bites down on his manhood so hard that you hear a sound, he was adamant that this should be in the film, but Coixet didn't think so as she doesn't believe men or women want to see and hear something like that, that is apart from creepy people. She didn't mean the oral sex scene itself, but more the act of biting.

She did seem to have to be very strong to stand up for what she wanted in the film and what she didn't want. Philip Roth did see some of the scenes between the two leads and he said that Penélope Cruz was playing the character the way he had wanted, but he hasn't seen the film yet.

Coixet actually believes that Roth was writing this story from personal experience.

When talking about the casting Coixet said that Cruz was already on board the project before she began as director and that Kingsley met her before he signed up. They discussed the role and chatted about love, life and relationships. She always saw Hopper as the friend of Kepesh and Clarkson as his lover.

Talking of Kingsley she said that he is the kind of actor who takes very precise instructions. I'm not sure how serious she was being, but she said that he could cry out of his right eye and let the tear come down his face and then across his cheek on cue - I do suspect she was going a little over the top with that comment. She did say though that he takes precise directions and follows them perfectly.

She also said that during the scene where Castillo asks Kepesh "who am I for you" is the only scene where Kingsley surprised her as he began to cry during the scene. She stopped the filming and went over him to find out what was wrong and he said that he had heard this many times before and at that moment the weight of all those past questions came upon him and he cried.

The title change from the book to the film was not her choice, indeed she fought for the original title, but she lost. Sometimes directors loose battles and this is one she lost. She always thinks of it as The Dying Animal though.

Coixet revealed that she changed all the dialogue for Cruz's character because it didn't feel like it was from a woman.

A Spanish person asked her when she's going to make a film in her home country and she replied that it's very difficult for her to make a film in Spain because it's so close to her.

She did then reveal that her next film is going to be in Japan with Takeshi Kitano and Ken Watanabe. She didn't reveal anything more about it, but based on the excellent direction and rewrites for Elegy, I think it'll be something worth watching out for.

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