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Tom and Roy are two grumpy pensioners sharing a house and lusting after next door neighbour Sally, though the feeling is not mutual. When Sally throws a party hoping to match her son with Tom's daughter Amber, the gents are happy to help in the hopes that this will ingratiate them with Sally, But then Tom falls over and Roy's time is occupied in looking after him, and when they actually make it to the party,both are caught short and discovered in an embarrassing situation by Sally.

A depressed Roy goes to see a therapist and tells him about his frustrating unrequited love for Sally. Unfortunately the therapist, Ned, and Sally actually meet and are attracted to each other. To make matters worse,Roy has been acting as Sally's campaign manager in her bid to save the local post office from closing and at the celebratory party who should turn up to take Sally's attention from him but Ned?

Amber is anxious to get in with her new boss,Marianne, who is a keen cyclist but she never learnt to ride a bike as a child so Roy agrees to teach her. Tom is of course jealous but discovers that a lump sum would be added to his pension if he was married. Since none of the women from his past offer any hope he bribes Sally to marry him. Things start well but inevitably he ends up single again.

When Mark, an old flame of Sally's, moves in with her Tom feels doubly isolated as Roy gets on very well with him and to make matters worse his daughter Amber wants to know why he has never said he loves her. Sally and Amber discover that they are both fans of the poetry of W.H.Auden whose 'Funeral Blues' Tom claims to know off by heart. Unfortunately this is about to be put to the test.

Sally suggests the old guys might like to have a holiday away from it all in a Scottish croft she would have stayed in with Mark had he not died. Tom is bored to tears and asks Amber to visit them and bring some DVDs. Having just split with her boyfriend Steve, Sally's son, Amber picks up Malcolm, a local ,in the pub and brings him back to the croft. However Sally and Steve arrive unexpectedly and Roy has to ensure Steve does not find out about Malcolm - as well as coping with the fact that he thinks the croft is haunted. Roy makes his play for Sally, asking her to move to the country permanently with him but she only sees him as a friend.

Having been celibate for many years and appreciating that he will get nowhere with Sally, Roy goes to Soho and visits Katia, a prostitute from Belarus. Amber has a crush on Phil, the handsome vicar, and takes Tom to church with her. Tom has also started seeing Katia and finds it hard to balance with being a church-goer. Eventually Roy and Tom each discover that Katia has been pleasuring them both. Will they fall out over her or will they carry on living together as two ill-matched old guys?