Dir. Denys Arcand. Canada-France. 2003. 111mins.

On paper, The Barbarian Invasions is a conventional drama about a dying man's reconciliation with his son and his acceptance of impending non-existence. In the hands of writer-director Denys Arcand, the result is an intensely personal exploration of life as a fifty-something Quebecois intellectual.. Ostensibly a sequel to Arcand's 1986 Academy Award-nominated The Decline Of The American Empire, the film is so much about Arcand's Quebec that it is being re-cut for Cannes, where it screens in Official Competition, to exclude the more overt local references. Success will hinge on Arcand's reputation as an auteur who addresses moral issues with an engaging balance of humour and passion.

Fans of Decline will swoon over the new film, relishing Arcand's return to form after two English-language clunkers, Love And Human Remains and Stardom. At home in Quebec, where Arcand established his reputation - first as a fearless commentator on Quebec society during his early career as a documentary film-maker, then as the director of 1989's Jesus Of Montreal - the film has received a rapturous welcome. Opening on May 9, it took C$562,000 from 134 screens - the fifth highest ever opening for a local film in the province. But Flache cannot count on such long memories abroad. A prize at Cannes will surely translate to success in France, where Flache is distributing, but it will be interesting to see whether US distribution prospects are affected by some overtly anti-American references.

Audiences of Decline are at tremendous advantage over those who will come to The Barbarian Invasions cold, another factor against it. The first film, a Quebecois Big Chill, took its title from the supposition that the single-minded pursuit of individual happiness at the expense of family - and society - was historically linked to the decline of the American empire. The new film revisits the Decline's self-indulgent protagonists 17 years later to conclude that while the decline continues, there is hope for the next generation.

Remy (Girard), a libidinous professor of history, now in his 50s, is dying of cancer in a decrepit and chaotic hospital, engaging in morbid self-analysis with the help of a stream of visiting ex-lovers. His ex-wife calls on their son, Sebastien (Rousseau), a successful London-based financier, to come to his estranged father's side. For Remy, Sebastian represents the barbarian at the gates of the citadel: acquisitive, non-intellectual, threatening all he holds dear and all he represents.

Sebastien is equally contemptuous of his father, whom abandoned him and his mother, but he is also appalled by the hospital and puts to good use his master of the universe attitude and vast bank account. As Sebastien works to create essentially a private ward for his father, Arcand hilariously critiques contemporary Quebec, its tangled bureaucracy, it foot-dragging unions and its beleaguered nurses and cops, whom Sebastien recruits in his hunt for heroin to ease his father's pain. Eventually, he enlists Nathalie (Croze), the addict daughter of one of Remy's former mistresses. Junkie and ageing hippy bond. Meanwhile, Remy's old friends from the Decline come floating back into his life (most of the main characters from the original film are present) to reminisce and to experience the premonition of their own mortality.

Girard is sensational as Remy, a man of vast appetites who discovers deeper truths as those appetites wane. Rousseau is equally compelling, a problem solver meeting his match in death. Ironically, the film is least successful when it most resembles its predecessor: the scenes when the original cast have group discussions. Letting these people finish each others sentences was humorous in Decline, where only egos were at stake, but here, with lives in the balance - Nathalie's life is also at risk - the same patter feels glib. But the conclusion is so powerfully rendered that such quibbles are easily forgiven. The decline of Denys Arcand stops here.

Prod cos: Cinemaginaire/Pyramide Productions
Can dist: Alliance Atlantis
Int'l sales: Flache Pyramide Int'l
Prods: Denise Robert, Daniel Louis
Scr: Arcand
Cinematography: Guy Dufaux
Ed: Isabelle Dedieu
Prod des: Francois Seguin
Music: Pierre Aviat
Main cast: Remy Girard, Stephane Rousseau, Marie-Josee Croze, Dorothee Berryman