The one problem is Paddy (ROBERT De NIRO), a widower who is still reeling from the death of his wife of four decades a year earlier. He and Billy were once best friends. But ever since he failed to show at his wife's funeral and only sent flowers with an impersonal note, Paddy has wanted nothing to do with him. Sam and Archie lure Paddy to Vegas under false pretenses, and the four are soon bickering, gambling, ordering around a hotel liaison named Lonnie (ROMANY MALCO), and fooling a young hothead named Dean (JERRY FERRARA) into thinking they are Mafia bosses from back East.

Eventually, we come to learn that Paddy's wife initially picked Billy over him, but Billy rejected her knowing that Paddy would make her a better husband. The dynamic is about to play out again with a free-spirited lounge singer named Diana (MARY STEENBURGEN). Both men are drawn to her even though Paddy is still grieving for his wife and Billy is engaged to be married in a couple of days.

"Last Vegas" is sort of in the middle. In fact, that's the problem. It never aspires to be anything greater than "the middle." This could have been so much more. It could have been more funny, more daring, more emotional. There's an almost complete unwillingness here to do anything even remotely risky with characters played by Oscar winners Michael Douglas, Robert De Niro, Morgan Freeman, Kevin Kline, and Mary Steenburgen.

And it's not like these great modern-day screen legends can't still "bring it." De Niro was terrific in last year's "Silver Linings Playbook," Douglas went for broke as Liberace in cable's "Behind the Candelabra," and Freeman continues to bring his special kind of gravitas to everything from "The Dark Knight" pictures to big-budget fare like "Oblivion" and "Now You See Me."

The four male stars play childhood friends from 1950s New York. Now pushing 70, De Niro's Paddy is a widower, Freeman's Archie is a recovering stroke victim, and Kline's Archie is bored to tears in a retirement community in Florida. The one who still appears to be vital is Douglas' Billy, a wealthy Malibu wheeler and dealer who is about to get married for the first time in his life ... to a woman more than half his age.

Hearing that Billy and his bride intend to tie the knot sooner rather than later in Las Vegas, the four friends reassemble in Sin City before the big day for a bachelor party the poster promises will be "legendary." It's not. I didn't need this film to go over into R-rated raunch territory to recommend it. I don't think the intention ever was to be a "Hangover" for the geriatric set.

But the specter of that film does hang over this one, and it's impossible not to draw comparisons between Bradley Cooper and "The Wolf Pack" and Douglas and the "Flatbush Four." It also doesn't help that this kind of elderly guys gone wild humor is already scoring big with another movie now in theaters, "Bad Grandpa."

This is just one of those movies that is "nice," "safe" and "sentimental." In short, it's "bland." And the few attempts throughout to give it any edge -- Kline's Sam briefly gets in with a troupe of cross-dressing Vegas performers, the four judge a poolside bikini contest in which the emcee grinds his crotch in De Niro's face, and so forth -- fall flat.

Even the bits that do work in the film could have been so much funnier and better played out. There is a running subplot of the four main characters pretending to be legendary mob bosses from back East to get a young hothead to be their 24-hour servant that I quite liked. But it's really only good for one great line that Sam utters that shows how bad he is at improv. Why didn't they follow through with that inability for more laughs?

That said, it's OK if you are of a certain age and don't find today's crass and scatological humor all that funny to go to this still-likable film and get your money's worth just watching these actors interact and play off each other. I think Freeman has the most fun here in a loosey-goosey performance that for once doesn't have him being the voice of reason and authority. Kline still has great comic timing, too, and makes me wish he had done even more comedy in his career. Oh, how I could have watched his Otto in three or four more movies.

Again, though, I wish "Last Vegas" was better. Even at age 43, I would like to see the stars I grew up with headlining more movies and not fading into supporting parts. Hopefully, this isn't the "last" chance Hollywood will give pictures of this type. I give it a 5 out of 10. (T. Durgin)