Based on the television play by Paddy Chayefsky (with Eva Marie Saint and E.G. Marshall) which he turned into a stage play (with Edward G. Robinson and Gena Rowlands), Chayefsky also adapted the screenplay directed by Delbert Mann who won an Oscar for directing Chayefsky's MARTY. A May-December romance between a 56 year old Jewish garment manufacturer (Fredric March) who falls in love with his 24 year old secretary (Kim Novak). Chayefsky's script is very good and he gets the flux of such a relationship plagued with potential problems. Modestly shot in B&W on location in New York, Mann gives the film a natural ambience that would be lost if given the usual Hollywood gloss. Unfortunately, the film is damaged by the two central performances of March and Novak. Novak simply tries too hard, granted her character is neurotic and there's an intenseness about her but Novak looks ready to jump out of her skin when she should pull back. Still, there's a naturalness in Novak that's lacking in March's calculated performance and he doesn't come across as Jewish at all while the actors playing his family and co-workers indicate it successfully without overdoing it. The rest of the cast are very good including Lee Grant, Martin Balsam, Albert Dekker, Glenda Farrell, Lee Philips, Rudy Bond and in the film's best performance, Joan Copeland as March's daughter with her repressed Oedipal complex.