Three elderly friends concoct a scheme to rob a bank...but what will they do with all that money? Although bank robbery is hardly endearing, director Martin Brest (doing very nimble work) glosses over the extremities and gives us George Burns, Art Carney and Lee Strasberg at their most amiable. Brest isn't afraid to be tender, but he's not maudlin and has a good sense of humor and pacing. Unfortunately, the screenplay loses steam in its third act, which gets gummed up with much realer issues and plot-snags (an unconvincing jaunt to Las Vegas is also weak). Up to that point, however, surprisingly good, with the three leads impeccably interacting. *** from ****