Plot
In 1978, the narcissistic, manipulative actress Madeline Ashton (Meryl Streep) performs in "Songbird"—an ill-conceived musical version of Sweet Bird of Youth by Tennessee Williams—on Broadway. Following her performance, Madeline invites her long-time rival Helen Sharp (Goldie Hawn), an aspiring writer, backstage, along with her fiancé, plastic surgeon Ernest Menville (Bruce Willis). Ernest is visibly smitten with Madeline, which worries Helen, who has lost other men to Madeline in the past. Although Ernest reassures Helen there is nothing going on between him and Madeline, he soon breaks off his engagement with Helen and weds Madeline. Seven years later, Helen has been committed to a psychiatric hospital after becoming fixated upon Madeline. Obese and depressed, Helen is encouraged to "erase from mind" in order to move on. Helen feigns rehabilitation and is released, all the while plotting revenge on Madeline.
After an additional seven years, Madeline continues to live well financially in Beverly Hills with Ernest, but the two are miserable in their marriage. Madeline's career is all but over, and Ernest is an alcoholic reduced to working only as a reconstructive mortician. Following the receipt of an invitation to a party later that evening celebrating Helen's new book, Madeline rushes to a spa where she regularly receives extensive facial treatments. Understanding the urgency of Madeline's situation, the spa owner gives her the business card of Lisle von Rhoman, a woman who specializes in beauty and youth rejuvenation. Madeline dismisses the spa owner's advice and returns home to prepare for the party.
Madeline and Ernest attend the book-signing party for Helen's novel Forever Young and discover that Helen is now thin and youthful looking. Dumbfounded and depressed by Helen's new appearance, Madeline goes to see her young lover but discovers he is spending the evening with a woman his own age. Dejected, Madeline re-discovers Lisle's business card and drives to her home. There, Lisle (Isabella Rossellini) is revealed as a mysterious, wealthy socialite who appears to be in her thirties. However, Lisle discloses her true age as 71, and reveals to Madeline the secret of her beauty: a potion that promises eternal life and an ever-lasting youthful appearance. Madeline purchases and drinks the potion and is returned to her youthful form. However, as a condition of purchase, Madeline must disappear from public life after ten years in order to keep the existence of the potion a secret. Lisle also warns Madeline to take good care of her body.
Meanwhile, Helen has seduced Ernest and convinced him to kill Madeline, intending to drug her and fake a drunk-driving accident, which will then free Ernest from Madeline and allow him to wed Helen. However, when Madeline returns home (now appearing young and beautiful), she and Ernest have an argument, during which Madeline falls down the stairs and breaks her neck. Believing Madeline to be dead, Ernest phones Helen for advice, not noticing as Madeline slowly stands and approaches him with her head now twisted backwards. Horrified, Ernest assumes that she has a seriously dislocated neck and drives her to the emergency room. After losing consciousness in the emergency room, Madeline is taken to the morgue due to her body having no pulse and a temperature below 80°. After rescuing Madeline, Ernest takes the sign of her "resurrection" as a miracle, returns home with Madeline and uses all his skills to repair the damage to her body.
Helen later arrives at her mansion, demanding information about Madeline's situation. Overhearing Helen and Ernest re-discussing their earlier plot to stage Madeline's death as an accident, Madeline confronts Helen and then shoots her with a double-barreled shotgun. However, although the blast causes a gaping basketball-sized hole in her stomach, Helen does not die. She and Madeline both realize they drank the same potion. The pair scheme to have Ernest also drink the potion in order to to ensure he is available to maintain their bodies.
After bringing Ernest to Lisle, she makes an impassioned argument for immortality and offers to give him the potion free of charge. Ernest refuses, stating he'd rather live his own life and die rather than spend an eternity with only Madeline and Helen for company and no way to escape. He pockets the potion and attempts to flee, but during his escape becomes trapped on the roof. After slipping and becoming stuck on a rain gutter, held up only by his suspenders, Helen and Madeline implore Ernest to drink the potion in order to survive the impending fall. Ernest refuses, drops the potion, and seemingly falls to his death. However, Ernest survives the fall, crashing through a glass skylight and landing in Lisle's pool, and escapes. After Lisle effectively excommunicates Madeline and Helen from her group, the pair realize they must now rely on each other for companionship and maintenance for the remainder of their "lives".
Thirty-seven years later, Madeline and Helen attend Ernest's funeral, where he is eulogized as having lived an adventurous and fulfilling life. The two realize Ernest accomplished much more during his lifetime than they are ever likely to in immortality. The two bicker as they leave Ernest's funeral, upon which it is revealed they are now horrifying mutations of their former selves, with cracked, peeling paint and putty now covering most of their grey and rotting flesh. While walking, Helen accidentally trips on a can of spray paint Madeline had earlier dropped, leaving her precariously teetering at the top of a staircase. After deliberately hesitating to help her companion, Helen grabs Madeline and the two tumble down the stairs, literally breaking to pieces as they crash to the bottom. As their disembodied heads roll and totter together, Helen sardonically asks Madeline, "Do you remember where you parked the car?"
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