Had my mom not rented this from Netflix, I probably wouldn't have bothered to see this third version of a romance previously filmed twice before by Leo McCarey. Real-life married couple Warren Beatty and Annette Bening play two people engaged to others (Kate Capshaw, Pierce Brosnan) who chance meet on a plane and then fall for each other on a cruise ship. At a pit stop, they visit Beatty's aunt (Katherine Hepburn in her last feature role) who provides some views about love. After that, they make a pact to meet at the Empire State Building after a few months and...well, if you've seen the other two (which I haven't) you know what happens. I wasn't sure what to think of this movie with many of the quick-cutting of some scenes and many of the somewhat benign nature of some of the dialogue at the beginning but by the time of Hepburn's appearance, I was charmed by the way Beatty and, especially, Bening interacted with the veteran 4-time Oscar winner especially with the way Ms. Hepburn used a certain word in asking about ducks. Also with her appearance as well as a later one with Ray Charles singing "The Christmas Song", I wondered about what great losses we've had the last five or so years. Many of the supporting cast like Garry Shandling and Harold Ramis (neither of whom I thought had any funny scenes) I recognized but I didn't realize Wendie Jo Sperber and Lisa Edelstein were here until I read the end credits. I did like also some of the musical selections like the "M'm! M'm! Good!" spot with Ed McMahon, the children's chorus of The Beatles' "I Will", and that duet with Louis Jordan and Louis Armstrong on "Life Is So Peculiar" that scored some of the cruise scenes. And the concluding scene was quite touching (if not tear-inducing) that I'm willing to give this version of Love Affair a pass. Bottom line, this was worth seeing for any romantics still out there.