the most amazing thing about paul cox's innocence is how unlike a movie it is . i mean that as the highest compliment . if most studios were to profile an elderly couple who rekindle a 40-year-old romance , i'd want to run and hide . the sex scenes would be handled as a farce , producers would shed 20 years off the characters' ages ( so susan sarandon and harrison ford could star ) and true love would shine through any obstacle without explanation and consequence . along with a charming romantic story , the australian/belgian innocence shows how an increasing sense of mortality combined with revisiting the past while being entrenched in the present can make something that seems so right seem downright questionable . the romance gets started when former musician andreas ( charles " bud " tingwell ) , learns that his true love , claire ( julia blake ) , lives nearby . they decide to catch up on old times , but soon find themselves in a reinvigorating affair . complicating matters is andreas' frail health , and claire's longtime husband ( terry norris ) , who can't understand why he's suddenly become obsolete . in my mind , the movie is less about the relationship between andreas and claire , than the feelings of everyone involved . john , claire's husband , endlessly questions what he did wrong . claire initially insists she's a grown-up , but admittedly behaves like a child , a prospect that thrills and disappoints her . andreas , an agnostic , begins to question his fate , a message cox delivers in a memorable dream sequence . cox litters the movie with flashbacks , including the repeated vision of a roaring train . it's a reminder of andreas and claire's past love ( as young lovers , they met by train ) , but as it recurs , we get the feeling that the past and the present have clashed . a pall is cast on the whole affair . a master of the understated , cox strings together a series of memorable moments . in andreas' dream sequence , amidst the roar of the train and conversations , we get the whole picture of andreas and claire's love . we also get glimpses into john and claire's relationship . during a silent candlelit dinner shortly afterward , claire admits to john about her indiscretion , telling more than any monologue could . all that's heard is the scraping of forks against plates . the characters are unlike anything i've seen -- they're people . so many times , movies and especially television portray senior citizens as gratingly spunky . or they're reduced to comedic buffoons . ordinary people with a pile of emotions , claire and andreas aren't sure what the next step is . they do want to be happy , which consists of an entirely different set of conditions than what they've known throughout their adult lives . bravo to cox , who wrote the script , for not making john a monster , so that claire's affair is automatically justified . norris is so effective as john that he makes andreas and claire's love difficult to accept . we feel for him . he's a decent man . sure , he may have become complacent , but he never expected this , especially now . with so much presented to the audience , it's only expected that the material gets a little drawn out and repetitive , which it does . however , in bringing up tough questions and not offering easy answers , cox displays a skill and ? lan isn't likely to be surpassed by anyone anytime soon .