CC and Hillary first meet under the boardwalk in Atlantic City. CC is a vulgar, would-be singer, Hillary a beautiful, poor little rich girl. As they grow up into Midler and Hershey, they keep their relationship alive by writing letters. Then one day Hillary turns up in New York and becomes CC's flatmate. Hillary sleeps with theatre director Heard; CC marries him. Marshall's slick and stylish flick follows the ups and downs of their marriages and careers, but because CC becomes a star, the pace is sabotaged by several Midler numbers. Even so, Midler carries the movie: nearly all the giggles are due to her comic skills. Two-thirds of the way through, a funny film turns tragic with the utterance of a single word, virus, which means that Hershey has to start gasping and preparing for death. But even though tear-jerking has never been so blatant, your tears of laughter are replaced, dammit, by tears of grief.