Steven Soderbergh goes further back to his indie roots with a boatful of talent, loose style, and delightful improv.

Steven Soderbergh may be best known for his remake of Ocean’s Eleven, a commercial hit featuring a cast of dashing male stars (and Julia Roberts). Who needs eleven when you’ve got Meryl Streep, Dianne Wiest, and Candice Bergen aboard a real-life ocean liner? In Soderbergh’s newest, Let Them All Talk, he embarks on a return trip to his indie filmmaking roots, bringing along celebrity pals and a few tricks of the trade he’s learned in his prolific career.

The premise finds renowned writer Alice (Streep) aboard the Queen Mary 2 as she journeys to the UK to collect a prestigious literary prize. Her shipmates include old friends Susan (Wiest) and Roberta (Bergen), and nephew Tyler (Lucas Hedges). Susan and Roberta wonder if the trip is a genuine attempt by Alice to reconnect or an opportunity to mine their lives for story material. Meanwhile, Alice enlists Tyler to keep an eye on her friends as she’s on deadline to produce a manuscript for her agent, Karen (Gemma Chan). Unbeknownst to Alice, Karen boards the ship and befriends Tyler, asking him to gather information on Alice’s guarded manuscript.

The casting is exquisite in Let Them All Talk. Streep is perfect as workaholic writer Alice, wondering if her curated author persona has completely overtaken her life. Bergen, on the other hand, is hilarious as Roberta, the scorned best friend whose life was the basis for one of Alice’s hit novels. Wiest is also the endearing, steadfast Susan, trying to hold everyone together, while Hedges is adorable as Tyler, a young man pulled between loyalty to Alice and a blossoming crush on Karen, charmingly portrayed by Chan. At times it felt like a documentary as the performances on screen felt less like celebrity actors and more like real people who just happened to be caught on camera.

The authenticity of Let Them All Talk is a testament to Soderbergh’s paired down filmmaking style. There was no bulky equipment; just Soderbergh rolling along in a wheelchair with a camera. He shot the entire film during a real journey aboard the Queen Mary 2, filming alongside real ship passengers and crew for the duration of two weeks with as much natural light as possible. Soderbergh’s at his best when he’s improvising behind the camera, free to collaborate on the spot with the cast and using the natural elements in the moment of the scene.

[Soderbergh] embarks on a return trip to his indie filmmaking roots, bringing along celebrity pals and a few tricks of the trade he’s learned in his prolific career.

Let Them All Talk also echoes back to the great independent filmmaking of the 1960s and ‘70s. Outside of the dinner table moments, most of the scenes within the film are primarily two-handers. The script, credited to Deborah Eisenberg, was more of an outline of scenes and character backstories. The actors were free to improvise their dialogue, which adds a layer of vulnerability to the characters (and it’s also a nod to the film’s title). The Queen Mary 2 might be a luxury liner, but the real luxury is Soderbergh focusing on these tender moments between characters. The board game scenes between Bergen and Wiest are incredibly watchable. (Where else would you ever hear Wiest tell Bergen to “bow down, bitch” after winning Scrabble?)

The film itself also looks and sounds like a throwback to another era. The jazzy, brassy score from Thomas Newman harkens back to the lounges of, again, the late ‘60s and early ‘70s. The opulence of the Queen Mary 2, from the gilded ceilings to the black-tie dinner dress code, also feels like a snapshot of a time gone by. Surrounding these characters in these retro remnants only further pulls at the strings of their relationship, a reminder of the time that has passed from their carefree university days to their strained present-day friendship.

It all ends up being delightful, and Soderbergh’s “less is more” approach has revealed a tender portrait of captivating characters. The characters may be looking to their past, but so is the director, proving he can return to indie roots while also paving the way for other filmmakers to experiment and improvise with storytelling. Do yourself a favor and hop aboard.

Let Them All Talk is now on HBO Max.

Let Them All Talk Trailer: