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.