Now, I am a HUGE Bening fan. American Beauty, Open Range, The American President, The Grifters, Bugsy, Valmont...I just love watching her. And I enjoyed this latest flick, but it is unfortunate that I saw it at the same time as Staunton's performance and shortly after Swank because if I was a voter, she would come in third. OK, so third out of several hundred female performances in a year is not bad, but the problem here is that I was watching the movie with the nomination in mind and it just did not do it for me.

Bening plays Julia Lambert, a famous 45-year-old stage actress in 1930's London. She has been the toast of the town for many years, starring in plays produced by her producer husband Michael Gosselyn (played by Jeremy Irons). It has also been known that she and her husband lead..... liberal lives, which include a series of other players. Such is the life in the theater.

The series is interrupted when Lambert meets Tom Fennel (Shaun Evans from The Boys from County Clare), a 20-year-old American who has been enraptured by her since he was 14. His entirely unsubtle advances entice her into a relationship. The speed at which this happens was a bit surprising as we went from one scene where he steals a kiss from her, causing her to run away like a deer in hunting season, to another, where they roll around in his bed like longtime lovers after a two week absence. Lambert is seen all over the London with the young man and the only stir it makes is that she has focused upon ONE man instead of several.

The pacing of the movie was lots slower than the 105 minutes would lead one to believe. It seemed a lot longer, not a good sign. The Fennel character is rather flat and the constant cackling laugh that falls from Lambert's mouth make us seem she is the only one in the theater that knows the joke. Not that the plot twist that occurs towards the end is not a good one, but this movie just seemed like a LONG way to go to get to the punch line.

Bening is good in her performance, but Juliet Stevenson (Truly Madly Deeply, Mona Lisa Smile), who plays her valet, and Miriam Margolyes (The Age of Innocence, Different for Girls, Harry Potter 2) as her friend have much more memorable performances. Also notable is Lucy Punch, who's lines in a play within the movie are delivered with such humor as to make me want to see the play that is being put on in its entirety.

Being Julia is a rental for the over 40 crowd who enjoy a mature story told without pandering to the lowest common denominator. I enjoyed it, but nowhere near enough to update my top movies of the year list.

Hank Yuloff is our senior staff reviewer in Los Angeles.