Many of the crucial moments in the movie play mostly in closeup, and I could not help meditating on these famous faces as I watched them. At her great age, Gish still sometimes looks girlish, capable of teasing and practical jokes. But the moment when she lets her hair down in front of the portrait of her dead husband is a revelation, because it contains a genuine erotic content, a sense memory of her character's romance with this man.

Davis contains surprises, too. In so many of the roles in the third act of her career, her face was a painted mask of makeup - not out of vanity, but because she was often cast as a painted madwoman or harpy. Here, devoid of much makeup, her features emerge with strength and a kind of peace that is no longer denying age. Both women, in other words, are beautiful.

Against such competition, supporting actors have their work cut out. Sothern is sensible and cheery as a neighbor woman, who has shared the lives of these sisters for many years and accepts them. She is sort of a peacemaker, whose life lacks the complexity that the sister's long struggle has created.

The other major character in the film is the old aristocrat, down on his luck, played by Price with a self-deprecating humor that creates dignity out of thin air. Mr. Maranov, his character, was once a "real" member of European nobility, but now has no money and no prospects and depends on the kindness of strangers. His previous sponsor has died, and now he is searching for someone else to support him. He knows this, and everyone else knows it, and yet he still retains a certain nobility, even as a beggar. It is an interesting character.

The movie was directed by Lindsay Anderson, whose previous films have been nothing at all like this one, to put it mildly. After "This Sporting Life," "If...," "O Lucky Man" and "Britannia Hospital," here is a quiet film of a conventional story, a star vehicle designed to show everyone to advantage. This is not one of Anderson's great films, but he succeeds at the assignment he has given himself. There is a story that during the filming of "The Whales of August," Anderson told Gish one day that she had just performed wonderfully in a closeup. "She should," Davis declared. "She invented them."

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