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Starring Ben Kingsley, Penelope Cruz, Dennis Hopper, Patricia Clarkson, Peter Sarsgaard and Deborah Harry. Directed by Isabel Coixet. Released by Sony Pictures Home Entertainment. $27.96. Rated R. *** 1/2 (3 1/2 STARS)

There always seems to be a shortage of good, mature movies for adults. And by "adult," we're talking about movies that treat sex as both a natural part of human life and as just one part of that life.

Elegy, based on Philip Roth's novella The Dying Animal, is about a middle-aged professor (Ben Kingsley) who gets involved with a considerably younger woman (Penelope Cruz), and the result is provocative and moving. Out this week on DVD, Elegy has been made with great sensitivity by Spanish director Isabel Coixet (My Life Without Me, The Secret Life of Words) and screenwriter Nicholas Meyer, who wrote several of the Star Trek movies as well as The Human Stain.

Kingsley's David Kepesh is a brilliant Columbia professor, an intellectual celebrity and a serial seducer of younger women - usually students - who gets around the university's sexual harassment code by only going after coeds who have completed his class. He sets his sights on a beautiful undergraduate, Consuela Castillo (Cruz), a woman in her mid- to late-20s from a Cuban family. But instead of Consuela becoming just another conquest for Kepesh, whose usual methodology is to educate and mentor his young mistresses in matters of culture and sexuality, she begins to affect him as much as he does her.

A man who had years ago left his wife and child for a life of sexual freedom and limited personal responsibility, Kepesh now finds himself feeling more deeply toward Consuela than he had ever imagined. He even begins to act with embarrassingly sophomoric jealousy toward her. And she is no mere conquest - in many ways, she's more mature than he is, and she sees in him a decency and vulnerability that he has long ago covered up by layers of charm, urbanity and, occasionally, cruelty.

Patricia Clarkson is perfect as a longtime sexual partner of Kepesh's, someone with whom he might have settled down years earlier, but did not.

Dennis Hopper plays brilliantly against type as Kepesh's best friend and colleague, a Pulitzer Prize-winning poet who repeatedly and unremorsefully cheats on his wife (Deborah Harry).

Elegy takes several dramatic turns that will not be mentioned here, but at every step the authenticity of Kingsley and Cruz prevents the story from becoming obvious in its portrayal of a May-December romance.


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