<P> Recently widowed housewife Evelyn (Judi Dench) must sell her home to cover huge debts left by her late husband . Graham (Tom Wilkinson), a high - court judge who had spent his first eighteen years in India, abruptly decides to retire and return there . Jean (Penelope Wilton) and Douglas (Bill Nighy) seek a retirement they can afford, having lost most of their savings through investing in their daughter's internet business . Muriel (Maggie Smith), a retired housekeeper prejudiced against Indians, needs a hip replacement operation which can be done far more quickly and inexpensively in India . Madge (Celia Imrie) is hunting for another husband, and Norman (Ronald Pickup), an aging Lothario, is trying to recapture his youth . They each decide on a retirement hotel in India, based on pictures on its website . </P> <P> When the group arrives at the picturesque hotel, they find an energetic young manager Sonny (Dev Patel) but a dilapidated facility, not yet what he had promised . Overwhelmed by the cultural changes, Jean often stays inside at the hotel, while her husband Douglas explores the sights . Graham finds that the area has greatly changed since his youth and disappears on long outings every day . Muriel, despite her xenophobia, starts to appreciate her doctor for his skill and the hotel maid for her good service . Evelyn gets a job advising the staff of a call centre on how to interact with older British customers . Sonny struggles to raise funds to renovate the hotel and sees his girlfriend Sunaina (Tena Desae), despite his mother's disapproval . Madge joins the Viceroy Club seeking a spouse, where she is surprised to find Norman . She introduces him to Carol (Diana Hardcastle). He admits he is lonely and seeking a companion, and the two begin an affair . </P> <P> Graham confides in Evelyn that he is trying to find the Indian lover he was forced to abandon as a youth . Social - climber Jean is attracted to Graham, and makes a rare excursion to follow him, but is humiliated when he explains he is gay . Graham reunites with his former lover, who is in an arranged marriage of mutual trust and respect . Reconciled, the Englishman dies of an existing heart condition . Evelyn and Douglas grow increasingly close, angering his wife, which results in an outburst from Douglas denouncing this marriage . Muriel reveals that she was once housekeeper to a family who had her train her younger replacement and now, having been forced out of the home and into retirement, she feels that she has lost any purpose in her life . </P> <P> Sonny's more successful brothers each own a third of the hotel and plan to demolish it . His mother (Lillete Dubey) agrees and wants him to return to Delhi for an arranged marriage . Jean and Douglas prepare to return to England after money is found through their daughter's company . Jean eagerly awaits returning to England, but Douglas is more hesitant . Now that the hotel is closing against Sonny's wishes and pleas, Madge prepares to return to England, and Norman agrees to move in with Carol . Madge, after encouragement from Carol and Muriel, decides to keep searching for another husband . </P>

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