PLOT: Four lifelong friends approach middle age. Three have middle-class success in the way of money, marriage and motherhood. And one does not.

Don't forget what Cyndi Lauper said: Money changes everything. Just how money sits at the centre of things right now is examined in Friends With Money, a very sharp comedy with a very sharp cast.

Friends With Money is a glimpse of modern mores that can make you laugh out loud. And squirm.

And sometimes both simultaneously.

Olivia (Jennifer Aniston), Christine (Catherine Keener), Jane (Frances McDormand) and Franny (Joan Cusack) are 40-ish women who have been friends all their lives.

Christine and her husband are screenwriters who work together at home. They are also undergoing a house renovation.

Jane, who seems to be dealing with some mid-life anger, is a successful clothing designer and her husband is the brains behind a designer soap company.

Jane's husband Aaron (Simon McBurney) is the most engaging and empathetic person of the lot.

Several characters in the story talk behind his back about how he's probably gay.

Franny and her husband Matt (Greg Germann) are happy, well-adjusted, good parents and fabulously rich. They aren't perfect, but they kill the notion that all rich people must have some fatal flaw. It's just a little odd that Franny can give $2 million to her child's school and then balk at lending a friend $1,800.

Olivia, the fourth friend, is a housecleaner.

Friends With Money moves seamlessly back and forth among the friends -- and their problems. One couple bickers endlessly, and the husband has a most disconcerting cruel streak. Another couple argues about money. A third seems loving as a couple, but both husband and wife seem to be struggling with disappointment of one sort or another.

Luckily, there's always Olivia to talk about when things go wrong. Aniston's character is handy for projections of fear and disapproval from the others.

And yet, in another way, Olivia is a threat because she doesn't follow the same middle-class script her friends are following. She isn't married. She quit her job as a teacher. She's a pothead and she's a maid. There are lots of reasons to dismiss Olivia, but her future still lies before her, in an anything-could-happen sort of way, and that is a source of envy sometimes to her friends.

Friends With Money is entirely character-driven and so full of brilliant moments that you'll want to see it more than once, and right away.

The performances are amazing; Aniston's character is perhaps the toughest to pull off, and she rises to the occasion beautifully.

The people in Friends With Money talk about finances when they really mean to talk about feelings. The story is full of little observations about what we buy and what it stands for -- the nostalgia of a Christmas tree, for example, or the promise of an expensive face cream. As comedy goes, this is a heartbreaking film about friendship, choices, compromise and time, that one thing money can't buy more of. This a film for grownups.

BOTTOM LINE: The cast alone is worth the price of admission. If you liked Holofcener's Walking And Talking or Lovely And Amazing, you won't want to miss Friends With Money.

(This film is rated 14-A)
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