Directed by Leo McCarey, this 1939 romantic classic is the first and best version of the old warhorse of a fateful shipboard romance between an aimless playboy and a nightclub singer, both engaged but appearing to be destined to reunite on the top floor of the Empire State Building. The elaborate, shot-for-shot 1957 remake again directed by McCarey with Cary Grant and Deborah Kerr is much better known, and Warren Beatty even saw fit to remake it yet again with his wife Annette Bening for a 1994 update featuring an 87-year old Katharine Hepburn in her last film role.

But it all started with this more modest film starring a smart, luminous Irene Dunne as Terry McKay and Charles Boyer all continental charm as Michel Marnet. The story is as contrived as ever, but the script co-written by McCarey, Mildred Cram, Delmer Daves and Donald Ogden Stewart is full of clever dialogue to go with the soap opera elements. It's too bad the print condition is so bad given that it has fallen into the public domain, but you can still get a strong sense of the craftsmanship behind the film, especially Rudolph Maté's soft-focus cinematography.

Even though Maria Ouspenskaya gives her most sympathetic performance as Grandmother Janou (she was wonderfully malevolent in "The Wolf Man"), it's really the chemistry between the two stars which keeps this afloat, especially Dunne who was so dexterous in comedy and drama in her prime that she is far superior to either Kerr or Bening. She even gets to sing two songs most winningly, one a Harold Arlen gem called "Sing My Heart". Even though you are likely to know every scene by heart from the 1957 remake, it's still quite worthwhile to enjoy the antiquated charms of the original.

This timeless classic movie and superior adaptation deals about the known story of a wealthy singles(Charles Boyer,Irenee Dunne) on an Ocean liner . They know themselves and falling spontaneously in love but they're both recently engaged. Boyer and Dunne promise their love on the Empire State Building where agree a meeting months later, to see if their love still holds . But the tragedy takes place and Boyer bounds for Island Madeira.

This magnificent tearjerker is a clever tale plenty of good feeling, love story and unforgettable scenes in which the spectators ever feel drawn into the protagonists lives . The perceptible script is brought to life by a perfectly cast ensemble, as the wonderful Irene Dunne, the attractive Charles Boyer and the veteran Maria Ouspenskaya in a small but touching role; plus interventions very secondaries by Gerald Mohr and Joan Leslie. The usual RKO's musician Roy Webb composes a lush romantic score makes it easy on the ears. Expert cameraman Rudolph Mate creates a superb camera work full of fine detail. The motion picture is stunningly directed by Leo McCarey who directed a good remake, though inferior version, titled ¨Love affair(1957)¨with Gary Grant, Deborah Kerr and Richard Denning . Another and lesser version about this weepie story in contemporary look are the following :¨Sleepless in Seattle(1993)¨ by Nora Ephron with Tom Hanks, Meg Ryan and ¨Love affair(1994)¨ by Glenn Gordon Caron with real life marriage , Warren Beatty and Anette Bening, and Katherine Hepburn.

When a film gets done three times for three generations, I guess you have to concede it's definitely got something going for it.

Lovers Charles Boyer/Irene Dunne, Cary Grant/Deborah Kerr, and Warren Beatty/Annette Bening all have their different appeal, but I think the story is universal. What woman who's seen this film hasn't dreamed of an ocean voyage where she will meet the love of her life?

Earnest and hopeful Irene Dunne goes on an ocean voyage where she meets continental playboy Charles Boyer. He's definitely a love 'em and leave 'em type, but there's something about Irene that keeps drawing him back.

It doesn't help that both are involved with different people. But this is the movies and we all know how things work out on film.

Mention should also be made of Maria Ouspenskaya as Boyer's beloved grandmother. She's a grand old lady and you know when I guy takes a girl home to meet granny, it's a sign he's hooked.

Lee Bowman is Irene's involvement and he's such a good guy, I kind of feel sorry for him he's getting dumped.

Leo McCarey directs these romantic films with a sure hand. For lovers of romance of all ages.