There’s a school of filmmaking which maintains that the director’s job is simply to hire good actors to perform a good script and then get out of the way.  While Noah Haidle’s screenplay for Stand Up Guys is hardly great writing — all things considered, it’s a rather pedestrian game of connect-the-dots with a sackful of tropes and cliches — Fisher Stevens wisely cedes attention to his leads, letting the actors do all the heavy lifting.  Of course, when you’ve got actors of the caliber of those assembled here — namely Al Pacino, Christopher Walken, and Alan Arkin — heavy lifting is more like casual carrying as their effortless charm, grace, wit, and dignity bring levity to the film’s contrivances and gravity to its vague and ill-defined commentary on aging and self-worth.

Pacino plays Val, a recently paroled criminal who has spent the last twenty-eight years in prison for a robbery gone wrong.  Val took the fall for the entire group — his partner Doc (Walken) and their driver Hirsch (Arkin) — after a stray bullet from his gun hit and killed the only son of Clap Hands (Mark Margolis, perfectly cast), their vindictive boss.  Unable to forgive himself for unwisely sending his inexperienced child into a dangerous situation, Clap Hands blames Val personally for his loss and has retained the services of Doc to murder Val upon his release from prison.

Doc, who is the only person to have maintained contact with Val while he was incarcerated, wears this responsibility uneasily.  After the fateful attempted robbery, Clap Hands retired both Doc and Hirsch, and Doc has subsequently spent the past three decades sequestered in his tiny apartment painting sunrises, watching cable television, and writing to Val.  Estranged from his daughter, who absconded from his life with a daughter of her own, his only human contact is with Alex (Addison Timlin, making the most of an underwritten role), the friendly young waitress at the local diner where he orders the same breakfast — two eggs over easy — every morning.  When he picks up Val from the slammer, he is eager to indulge him; it could be guilt over his coerced duty or respect for his friend’s final moments, but mostly Doc just seems happy to have his buddy back.

Doc buys Val dinner and obliges his wish “to fucking party” by taking him to a brothel they used to frequent as younger men, now operated by the owner’s daughter Wendy (Lucy Punch, adding to her list of inexplicable verbal and facial tics that she likes to pass of as performances).  Distraught by his inability to rise to the occasion, Val and Doc break into a pharmacy to procure some viagra and, while they’re there, some of the pills Doc takes for his ulcers, hypertension, and other ailments (the copays for which, he reasons, are astronomical).  Val takes far more than the recommended dosage, however, and — after revisiting the brothel and stealing a car belonging to the Jargoniews, an up and coming crime family — ends up in the hospital with vein induced priapism where he is treated by Nina (a serviceable Julianna Margulies), Hirsch’s daughter, now a nurse, whom they haven’t seen since she was ten.

Once out of the hospital, Val decides he and Doc should rescue their old friend.  Hirsch, following the death of his wife and an operation (“They took something out of me.  I didn’t ask what, it’s none of my business.  I’m more streamlined now.”) has been living in an assisted living home and spending most of his waking hours in an armchair strapped to an oxygen tank.  When he sees Doc and Val, he springs up from his chair exclaiming “Let’s go!” eager to escape his confinement.  Hirsch gets behind the wheel of the Jargoniews’ car, joyriding down the highway, drawing the attentions of and ultimately eluding the police, and stopping back at Wendy’s brothel to fulfill his dream of having sex with two girls at the same time.

Hirsch, still mourning his long deceased wife, is unsatisfied and the trio heads back out to the car.  They hear a noise coming from the trunk and are startled to find a a naked woman (Vanessa Ferlito) tied and beaten, struggling to get out.  Val knocks out a convenience store clerk, stealing his clothes for the woman, and the three of them take her to the diner to feed her and find out what has happened to her.  The woman, whose name is Sylvia, explains that she was raped, beaten, and thrown into the trunk by the Jargoniew brothers; roiled by her story and excited by the prospect of committing one last job as a team, Val, Doc, and Hirsch stock up on weapons and head for the Jargoniews’ warehouse.

All the while, Doc has been checking in with Clap Hands, pleading for amnesty for Val, and finding his requests roundly rejected and his own life threatened should he fail to complete his task.  Doc is expected to kill Val by ten a.m. the next morning; it’s a ticking clock contrivance that helps to explain why this uncommonly long and bustling night could be so momentous, but it’s also a corollary to the very real sense of age and of time passing that the three men feel.  In a sense, all three have been imprisoned for the past twenty-eight years, and all three feel the weight of mortality.  Haidle’s script makes weak, infrequent attempts to convey this meta-textual narrative, but mostly it befalls the actors to lend Stand Up Guys that unspoken gravitas.

By the final act, Haidle throws in some choice pseudo-deep lines like “the best thing a person can be is of some use,” and “tomorrow became today,” that hint at what a stronger script may have been able to accomplish with this premise, but for the most part he is over-contented with what he likely considered the exceptionally clever premise of putting septuagenarians into a Danny Leiner (Dude, Where’s My Car?, Harold and Kumar Go to White Castle) styled one-crazy-night romp and throwing in some allusions to Catholic guilt that ultimately go nowhere.  And while I give Stevens credit for never underlining or accentuating any of the story’s broader moments, I ultimately didn’t need to see Al Pacino being rolled around on a gurney with a massive drug-induced erection tent-poling his sheet.

All three leads are game for what they undoubtedly understand is weak material, but by handing them the reins, Stevens allows them to not only maintain their dignity but to make some valid points about what does and does not change with age.  Paramount among those things which do not is the spark of character and the joy of friendship.  With Al Pacino, Christopher Walken, and Alan Arkin, we have three actors who are not only iconic and capable of stealing almost any scene they are in, but who are able, through their generosity, their attenuation, and their unique cadences to bring out the best in the actors with whom they work.  Put together, they deliver a master class on line readings, gently prodding one another toward deliveries that from lesser performers would feel like pastiche or affectation; but from this trio of redoubtable, and hopelessly idiosyncratic thespians are utterly natural and endlessly entertaining.  Their joy in each other’s company is palpable and infectious, and that joy is more than enough to make Stand Up Guys a stand up film.