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After creating the most beautiful film in years with The Great Beauty and winning an Oscar for it, Italian director Paolo Sorrentino is back and sacrificed none of his creative skills to bring to life a story with two of Hollywood’s great elder statesman. Youth is a true masterwork that begs to be seen more than once and at different points of our lives.

Fred Ballinger (Michael Caine) and Mick Boyle (Harvey Keitel) have been friends for over half a century and are at a Swiss retreat for their typical vacation. For Fred, a retired classical music composer, all this relaxation is boring. Mick, on the other hand, is still working hard at polishing the script for his ultimate “testament” movie, which will define him as an artist even after years of successful films.

While on vacation, they meet several characters, some unusual and others mundane. Jimmy Tree (Paul Dano) is a pretentious young actor who hates that he’s famous for playing a robot. The newest Miss Universe (Madalina Diana Ghenea) is there to enjoy her contest winnings. Lena Ballinger (Rachel Weisz) is at the retreat to help her father, but ends up staying after her husband, Mick’s son, leaves her.

Youth is the story of two intersecting lives, but Sorrentino is more focused on Fred. Although Michael Caine is clearly wearing his hair like Tony Sorvello’s character in The Great Beauty, Sorrentino asks the legendary star to play an entirely different character. Fred is a majestic, elder statesman in the music industry, disappointed that his private life is in shambles and saddened that he remembers little of his past. He finds solace through his conversations with Mick and the love of his daughter. But music is still the most important thing to him. He hears it everywhere. His crinkled candy wrapper makes music and he conducts cows like an orchestra. It is at these moments that he is at peace.

Mick’s story is a bit more complicated, but less interesting. Harvey Keitel proves that he can still give a fantastic performance when asked to give one (too bad few people are asking) and you can’t see anyone else playing the character. He’s obsessed with making movies and, unlike Fred, can’t figure out how to channel his talents privately. But despite their differences, there’s still a hilarious chemistry between Caine and Keitel. You want to see them make another movie together, although chances are slim that it would be as good as Youth.

The other achievement in this film comes from Sorrentino figuring out that he can’t grow as an artist if he just tried to re-make The Great Beauty or be Fellini again. While it is true that Youth features some of what made The Great Beauty so lovely on a superficial level, Youth is much more about the characters of the story and philosophy.

Yes, this is a heavy film in the sense that it deals with what it really means to age. Sorrentino tries to show, through contrasting lives, that you can be young even after you hit 70. There’s so much humor in the script that you forget about the weighty subject. Youth does feature a scene that tries to touch on what ageing means to women, with Jane Fonda coming in for a scene. Aside from that though, Youth focuses on the male perspective of growing old.

While much has been made of Fonda’s appearance, it’s Weisz that gives the supporting performance that should be singled out. She has the most touching and memorable long-take in the film, with Sorrentino keeping the camera close on her face as she lists all of her father’s mistakes in life. It’s a great scene and a real show of what Weisz can do.

Youth is also about the power of music in our lives. With a lush score by David Lang, whose music appeared in The Great Beauty, the music becomes another character. Sorrentino also has a knack for picking the right song for the right scene and matching contrasting imagery to it.

Youth could have been a sad, gloomy exploration on life. But thankfully, it is far from that. Sorrentino’s film is a lively, funny experience, proving that ageing can be fun if we can embrace the past and our emotions. “You say emotions are overrated,” Mick tells Frank late in the film. “But that’s bullshit. Emotions are all we’ve got.”

Youth hits theaters on Dec. 4. It was reviewed at the Savannah Film Festival and presented by Savannah College of Art and Design.