It’s May-December time again, and for an aging dude who scores one of the ripest young lovelies in cinema (Penélope Cruz), Ben Kingsley looks mighty down in the mouth. Or something—it’s hard to tell because Kingsley is pulling one of his wooden-faced sphinx routines as David Kepesh, a skirt-chasing professor who gets his comeuppance from Cruz’s Consuela, the luscious Cuban-American graduate student with whom he falls in love. Or something. Spanish director Isabel Coixet’s hushed and understated Elegy is a flat, joyless affair, not just because of the total absence of carnal spark between Kingsley and Cruz—absurdly infantilized in bangs and a headband—but because it’s adapted (faithfully, up to a crucial point, by Nicholas Meyer) from The Dying Animal, one of Philip Roth’s least successful efforts to come to grips with male helplessness before what he calls “the tyranny of beauty.” Funereally lit, the movie sags beneath fatally tasteful shots of Kingsley’s profile in half-shadow, remorseful after his departed lover returns with a request he fears will unman him. Their dreary love story is enlivened only by excellent supporting performances from Peter Sarsgaard as Kepesh’s son, Dennis Hopper as his best friend, and Patricia Clarkson as his sometime sex partner. The softened ending is a travesty of Roth, even at his flawed second-best.