In this sequel to the surprise hit Grumpy Old Men, life goes on much as it usually does in Wabasha County, Minnesota, with the only notable differences being that John Gustafson (Jack Lemmon) and Max Goldman (Walter Matthau) are getting along all right (or at least to the extent that they're capable of getting along with each other), and that John's marriage to free-spirited Ariel (Ann-Margret) is working out quite nicely. John and Max's great obsession in life remains fishing, and both are vying to reel in "Catfish Hunter," a trophy fish that local anglers have been trying to catch for ages. However, Max is outraged when Maria Ragetti (Sophia Loren) and her mother Francesca (Ann Morgan Guilbert) arrive in town and take over the local bait and tackle shop, only to announce that they're going to close it down and open an Italian restaurant in its place. Max goes to remarkable lengths to foil Maria's plans, but John thinks that his friend needs a wife, and that Max and Maria might make a good match. Grandpa Gustafson (Burgess Meredith) seems to think he'd be a good mate for Francesca, but then again he's not known for being very fussy about women. John's daughter Melanie (Daryl Hannah) and Max's son Jacob (Kevin Pollak) are trying to work out their own plans to get married, and they might just make it to the altar if John and Max can stop interfering. Grumpier Old Men proved to be the last role for veteran actor Burgess Meredith, who died two years after it was released.The cheerful holiday comedy Grumpy Old Men, a surprise box office smash, featured a generous dollop of raunchy, crude humor and was greatly elevated by the presence of masterful performers in the lead roles. Jack Lemmon is John Gustafson, an ice-fishing Minnesota native who has been feuding with his neighbor and former best friend Max Goldman (Walter Matthau) for decades. The battle of wills between John and Max is characterized by crude name calling and harmless practical jokes. Max is unaware that John is having serious problems, chiefly that his daughter Melanie (Daryl Hannah) is experiencing marital woes and that his house is about to be confiscated by an officious IRS agent (Buck Henry). When it seems that John and Max may finally put aside their childish rivalry, however, sexy new neighbor Ariel (Ann-Margret) arrives and dates both men, pitting them against each other more fiercely than ever before. Despite their mutual loathing, the death of a friend, John's problems, and a budding romance between Max's son Jacob (Kevin Pollak) and Melanie may force the two old friends to reconcile.