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It doesn’t take long for Film Stars Don’t Die in Liverpool to settle into its two halves: one of two actors falling for each other and one of these same people dealing with one’s impending death. The first of these is nestled comfortably in the late seventies, complete with Elvis Costello’s “Pump It Up” blaring as Peter Turner (Jamie Bell) strolls around the city before meeting the incomparable actress Gloria Grahame (Annette Bening) in his very own apartment building. It drops the viewer smack into their budding relationship, charming with their flirtation, a bout of disco dancing to A Taste of Honey’s “Boogie Oogie Oogie” after discussing Saturday Night Fever, and a date to watch Alien upon its premiere (to which Grahame’s boisterous laughter at John Hurt’s chest bursting should be immediately made into a GIF).

These highs are contrasted by the lows, in which Turner cares for a dying Grahame, frail and weak from an unknown cause that turns out to be the return of cancer. It’s a testament to the power of Bening’s performance that she never seems like she’s playing two different women, simply one at two stages of her life. Some may argue that she neither looks or sounds exactly like Grahame, but that’s easily brushed aside given how she slides into her personality. The problem lies in how the script bounces back and forth between these two halves, desperately seeking to create tragedy by contrasting her vibrancy with her frailty. And there’s tragedy to be had in the loss of love, but Matt Greenhalgh’s script would play better if rearranged chronologically, instead showing the deterioration of a relationship and a woman at the same time.

It is to Greenhalgh’s credit that every moment between the two feels as though it was scripted from reality, fleshing out these two individuals from a memoir that could have easily been as one-sided as My Week With Marilyn. Bell and Bening both imbue these figures with unique personality, and the text is more interested in exploring their romance than bringing up tawdry details (though it certainly makes numerous references and jokes about stars like Humphrey Bogart and Lauren Bacall). Even both these characters’ bisexuality, something that a lesser filmmaker would have mined for drama, is rather lovingly inserted as a casual detail that only binds them closer.

At times, director Paul McGuigan and editor Nick Emerson allow the past and present to move into each other fluidly, occasionally allowing Bell to cross through time by simply walking through a door. It’s a simple visual flourish that works nicely as opposed to the harsh cuts to a dying Grahame. The film does itself an injustice with this and every scene where one is forced to watch Grahame and her illness be talked about by those around her makes the film lose every bit of momentum it builds. Scenes unfold as though they were crafted for a stage play and reorganized for film instead of as a natural progression from high to low.

But for every fault, there’s another charm lingering behind a closed door. Another moment of Bening and Bell passionately embracing, laughing, and even fighting that showcases what a fascinating relationship Grahame and Turner had. Film Stars Don’t Die in Liverpool turns Gloria Grahame into more than an icon to be mourned as she passes away, celebrating her life after being off the big screen in a pleasant and inviting manner.

Directed by Paul McGuigan; written by Matt Greenhalgh; based on the memoir by Peter Turner; starring Annette Bening, Jamie Bell, Julie Walters, and Vanessa Redgrave; 105 minutes.