Scrawny Harry Berlin, [Jack Lemmon], is a barely functional man standing on the edge of a bridge, brooding over a life that seems unworkable and perhaps not worth living. Just as he teeters on the verge, a blast from the past arrives in the form of Milt Manville, [Peter Falk], an old friend whose forceful personality pulls Harry away from the ledge and into a world that feels both familiar and unpredictable. The contrast between the two men is stark: Milt exudes confidence and outward success, while Harry clings to a fragile thread of hope and humor that hasn’t yet faded.
Milt takes Harry to his home to introduce him to Ellen Manville, the long-suffering wife who is openly irritated by a sex life that feels hollow. Ellen is unaware that Milt has a secret lover in the form of Linda, a beautiful fitness instructor who embodies the life Milt is secretly chasing. In a bid to reignite Ellen’s spark and nudge her toward divorce, Milt persuades the uncertain Harry to pursue Ellen with renewed ardor, hoping this will catalyze Ellen’s decision to leave him. The plan isn’t simply romantic; it’s a calculated move to realign their lives around a fresh arrangement. Ellen and Harry’s initial interactions are charged with awkward hope, and before long they find themselves drawn to one another, their connection growing deeper than either expected. Ellen, played with sharp pragmatism by [Elaine May], begins to experience real affection for Harry, and the pair eventually marry and embark on a honeymoon to Niagara Falls.
But the newlyweds soon discover that Harry is not the ideal roommate—he remains impulsive, childish, and stubborn at heart. A telling moment comes when he stomps on Ellen’s toe to test her love, prompting her to ask, “What did you do that for?” This exchange underscores how their love is built on tests and endurance, rather than easy accord, and the couple’s dynamic becomes a study in the limits and resilience of commitment. The honeymoon’s glow gives way to a volatile rhythm of conflicts and reconciliations as they try to prove that their bond can survive constant strain.
Meanwhile, Milt faces a dramatic reversal of fortune. With the divorce settlement leaving him resource-poor, he quickly remarries Linda, the fitness instructor who was once his lover, and the two settle into a smaller, more modest apartment. Linda quits her fitness work and becomes a more sedentary partner, which places even more pressure on Milt to maintain a lifestyle he can’t easily sustain. The financial squeeze deepens, and Linda eventually boots him from the life she initiated, prompting Milt to reevaluate his loyalties and decisions. He comes to see that he misses Ellen and the life they once shared, a realization that stirs a longing to win her back.
Back at the center of these tangled relationships, Ellen and Milt scheme to restore their own marriage by drawing Harry back into the fold. To demonstrate his commitment and balance the scales, Harry agrees to take a job as an elevator operator in a department store, hoping to be a true partner in their shared life. The plot thickens as Linda and Ellen cross paths at a Japanese restaurant, where old wounds flare and the possibility of renewed affection becomes a volatile force in the room. The ex-spouses’ plan to force Harry into a position where he will choose to stay with Ellen reaches a tense peak as they orchestrate a precarious encounter on the very edge of danger.
In a final, desperate gambit, Milt again brings Harry to the bridge where their lives first began to unravel, hoping to coerce him into a suicide or a dramatic falsehood. Ellen arrives with a mix of horror and resolve, aware of the moral danger but torn by her own complicated feelings. The attempt collapses under the weight of risk and reality. In the ensuing chaos, Milt twice ends up on the bridge’s scaffold, while Ellen’s attempt to help leads to danger for both of them. Linda, who is out for a late-night walk, becomes the crucial catalyst that shifts the balance. She persuades the scaffold to rise, setting in motion a dangerous rescue attempt that pulls all four into the water. Harry, unable to swim, struggles to stay afloat, and it is Linda’s athletic strength that keeps him buoyant. In this moment of crisis, Harry’s gaze drifts toward Linda, and an unexpected attraction begins to take root as the quartet’s fates collide.
In the end, the crisis resolves not through triumph of one plan over another, but through a mixture of peril and something like mercy. Linda’s presence proves transformative, enabling Harry to survive and reshaping his view of love and partnership. Milt and Ellen, having weathered deceit, fear, and risk, reaffirm their own connection, while Harry’s bond with Linda hints at a possible new chapter—one built on honesty, balance, and the messy, unpredictable reality of human desire. The film closes on a nuanced note about love’s capacity to endure conflict, grow through imperfection, and connect people who were once ready to break apart.