The story of two backup singer has-beens of a once popular group who are pressured by promoters to get together again three decades later to pay tribute to their lead singer (John Legend) who just died, Soul Men is a kind of musical memory lane road movie with lots of weirdly comical detours in between. Floyd (Bernie Mac) is a down-in-the-dumps, bored and aimless leisure class insomniac, while Louis (Samuel L. Jackson) is a penniless but proud ex-con cellar dweller.

The reunion of this depressed duo is far from smooth, to say the least. Resentment has barely subsided over the years in connection with a long unresolved rivalry for the same woman. But those romantic grudges hardly seem to hold sway while the two make their way cross-country in Floyd's vintage chartreuse Eldorado convertible for the tribute concert at the Apollo, as both chase women from town to town, and Floyd keeps popping that Viagra.

The production could have done without all the crude country yokel jokes as part of the itinerary of this incidental tribute in its own right to Hayes and Mac, but then who knew. Balancing out the vulgarities especially targeting older women for ridicule (okay, we forgive you this last time, Bernie) are musical interludes that just take your breath away. Including an impromptu deja vu rehearsal on a dusty road to ''I'm Your Puppet,'' a rendezvous with Bernie Mac in a piano-shaped coffin, of all places, and Isaac Hayes doing ''Never Can Say Goodbye'' over the closing credits.

Director Malcolm Lee (Welcome Home Roscoe Jenkins, Undercover Brother) has fashioned an uneven but heartfelt homage to two sorely missed entertainers and to an entire musical generation that created and embodied the notion of soul as a sound and a way of life. Soul Men is a movie truly about lasting impressions and one where you're very likely to laugh till you cry, when not the other way around.

Dimension Films
Rated R
3 stars

SOUL MAN opens in Toronto theatres on November 7th.