What's it all about, Alfie? That's the question asked by the theme song for this film, which turned out to be quite a hit for Dionne Warwick. Alfie thinks he knows what it's all about. Birds. Gradually, as the film goes on and his worldview is shaken by circumstance, he begins to doubt that he really knows the answer to the question that probably always haunted him.

Alfie, played by Michael Caine in an Oscar-nominated performance, is a supreme jerk. He lives his life to bed as many women as he can, and he tosses them away like garbage when he tires of them. He specializes in married women and innocent waifs. He calls them "birds," refers to them as "it" in the third person, and does his merry best to abuse and misuse as many as he can. He is a 1960s Don Giovanni, who loves thousands of women because he's afraid he won't be loved by one.

There's Siddie (Vincente Martin), a married woman who starts to become too attached. She wants to introduce him to her husband, something that Alfie frowns upon. He doesn't want to think of the men he is hurting. There's Annie (Jane Asher), who he picks up at a diner with his fancy suit and his Rolls Royce. He likes her because she will cook and clean for him without asking for much, but he tires of her when she falls in love with him. There's Carla (Shirley Anne Field), the nurse at a sanatorium where he goes to recuperate from TB. His life looks just fine, from a distance.

But there are clouds on the horizon. There's Ruby (Shelly Winters), the female equivalent of him, who buys him nice things but wants ever-younger men to amuse her. There's Gilda (Lila Foster), who bears his son. She doesn't want to marry him, because she knows that will just drive him away. She's happy being near him, and he quickly grows to love his son. However, his inability to commit to anything threatens this relationship. Finally, there's Lily (Vivien Merchant). Her husband Harry is dying at the sanatorium in the bed next to Alfie. One day, when Alfie is better and visits Harry, he ends up driving Lily home at Harry's behest. One thing leads to another, and he finds himself in the most difficult situation in his empty and meaningless life.

The film was probably a scathing look at gender roles and double standards when it was released in 1966, but it is mostly amusing and dated when it comes to that issue. It does deal with such things as commitment and abortion, but the real strength, and the reason to see it, is the great performances from everyone involved. Michael Caine is nearly perfect as the Cockney Casanova, with his knowing smiles and offbeat humor tempered by a slowly-dawning awareness of the damage he is doing to himself and others. The best of the supporting players is Shelly Winters, as Ruby, who is better at Alfie's game than he is. The other standout is Vivien Merchant, who was nominated for Best Supporting Actress for her portrayal of the tragic Lily, whose moment of weakness nearly destroys her marriage and kills her.

Alfie's motto, as he states several times in the film, is "It don't do to be dependant on nobody in this life." He doesn't admit to himself that he pays a terrible price for his freedom.