As the old Atlantic City is being torn down and renovated for the large gambling casinos, an aging former small time hood (Burt Lancaster) spies on his young neighbor (Susan Sarandon), a dealer in training but currently working in an oyster bar. But when her husband (Robert Joy) and her pregnant (by him) sister (Hollis McLaren) come to town, he's there to sell some cocaine he stole from some mobsters, everything rapidly turns topsy turvy in all their lives. The director Louis Malle is one of the few French directors to transition to American films successfully. This is a marvelous movie filled with both the poignance for a past that is crumbling in the face of its former denizens and the tenuous future of a new generation. Lancaster (in possibly his greatest performance) is revitalized by the ambitious dreamer played by Sarandon, who has visions of going to France and working in Monte Carlo as a blackjack dealer. For a brief moment in time, they connect but, of course, the gap between them (age, values, experience) is so huge that it can never go beyond that moment. The script by John Guare (SIX DEGREES OF SEPARATION) is clever and humorous but it never condescends to its characters, we always laugh (or cry) with them, never at them. As good a movie as you could ask for. With Kate Reid as an ex-beauty queen, Michel Piccoli, Robert Goulet, and Wallace Shawn.