Out to Sea is a 1997 romantic comedy film starring Walter Matthau, Jack Lemmon, Rue McClanahan, Dyan Cannon & Brent Spiner. The film was directed by Martha Coolidge. The screenplay was wtitten by Robert Nelson Jacobs. The original music score was composed by Michael Muhlfriedel and David Newman.

Care-free Charlie Gordon (Matthau), a gambler in debt to his various bookies and loansharks, cons his widower brother-in-law Herb Sullivan (Lemmon) into an expenses-paid luxury cruise in search of rich, lonely ladies to fleece. The catch, which Charlie does not reveal to Herb until the ship has left port, is that they are required to be dance hosts and are to sleep in a small cabin in the bowels of the ship.

Ruled over by tyrannical control-freak Cruise Director Gil Godwin ("a song and dance man raised on a military base") (Spiner), they do their best, despite not being actually able to dance. They meet several ladies, including those on the lookout for rich men. These include the luscious heiress Liz LaBreche (Cannon) and lovely widow Vivian (Gloria DeHaven). The guys have many misadventures on the ship and on land, before they finally leave the ship in pursuit of the ladies.