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HE camera zooms in on the face of a woman, who, pressed to the bedsheets, is creased and wan with age. Her lover, hovering over her, shows his own ragged features convulsed in a fury of lust.

The scene, from the Australian movie "Lantana," a brooding mystery, is a carnal encounter meant to mirror those of moviegoers who, like the actors, are well past the blush of youth.

Played by Anthony LaPaglia as Leon, a detective, and Rachael Blake as Jane, his predatory girlfriend, the characters are only two in a growing parade of middle-aged screen lovers whose lined and loosening flesh are subjected on camera to the kind of steamy scrutiny usually reserved for the likes of Gwyneth Paltrow and Brad Pitt.

A spate of recent films, including "Sexy Beast," an English import, and American movies like "In the Bedroom," and "American Beauty," are novel, indeed almost shocking, in their refusal to pander to youth-loving cameras and audiences. Their subjects are not made up to look half their age; these actors show age spots, bulging bellies and softening jowls.

The films reflect a shift in demographics, playing to a growing population that is no longer young (under 30) but not old enough to store its erotic lives and fantasies in mothballs. Besides, these movies try to project an optimistic view of middle age as not a sad inevitability but as yet another of life's passages — and a sexy one at that.

Perhaps more surprising, the films' grittiness makes no concession to conventional marketing wisdom, which has long held that such subjects turn off audiences. "If someone was mature and sophisticated in the past," said Robert Sklar, a film historian and the author of "A World History of Films," "that person was maybe 30. Now he or she is 50."

John C. Cavanaugh, a provost at the University of North Carolina at Wilmington and author of "Adult Development and Aging," agrees. "There has been a fundamental shift in attitude toward midlife and aging," he said. "We no longer think of midlife as downhill, or of sex as something specific to younger people. We are becoming more aware that both interest in sex and sexual activity continue well into late life."

In the last year or so that awareness was translated on the screen in "Sexy Beast," a crime caper intently focused on the sensual connection between a pulpy-looking bank robber and his 40-ish former wife, who was a porn star.

But "Sexy Beast" paled next to the French import "Under the Sand," in which Charlotte Rampling, 56 at the time the film was made, displays a torso that looks firm but worn as she sits astride a lover who appears to be roughly her age. In "Innocence," an Australian film that tests what is acceptable or believable on the screen, a couple of old lovers resume their long-ago affair — at the age of almost 70.

While late-life dalliances may still be rare on film, midlife affairs are heating up a series of mainstream American movies like "The Thomas Crown Affair," in which a buff 45- year-old René Russo writhes with 46- year-old Pierce Brosnan on a marble staircase, and the less cosmetically appealing "American Beauty," in which a gym-toned but ripe-looking Annette Bening, then 42, is shown pinioned in bed by her screen lover, a leathery cad who is just about her age.

In "Town & Country," a vanity vehicle for Warren Beatty, Mr. Beatty, who is in his 60's (and is Ms. Bening's real-life husband), trades moist looks with 56-year-old Goldie Hawn, then collapses, sodden, into her arms. In "The Man Who Wasn't There," Ethan and Joel Coen's current film noir, Frances McDormand, who is 45, shows up as a hard-bitten small-town accountant who has an affair with her paunchy employer, a department store boss played by James Gandolfini, a poster boy for middle-aged pulchritude on the cable television hit "The Sopranos."

The conventional wisdom in Hollywood has it that women over 45 are the primary consumers of such fare. If that is true, said Bell Hooks, a feminist who has written extensively on film, "it stands to reason those women would want to see on screen a body that mirrors their own."

"What's more," Ms. Hooks added, "they want to see the heroine partnered with a lover whose imperfections mirror her own. That is what makes these movies marketable."

The audience's desire to see some semblance of themselves on screen may also account for a recent reversal of the hoary Hollywood formula, one that dictates that it must be the older man who beds the younger woman. Several new movies turn that notion on its head, featuring younger men who blatantly lust after women who could double as their mothers.

"Years ago," said Mr. Sklar, the film historian, "when a Joan Crawford or Bette Davis reached the age of Charlotte Rampling in `Under the Sand,' they became crones, grandmothers, witches, crazy people. In `Sunset Boulevard,' Gloria Swanson portrayed a raging hag, and at the time, she was 50."

In contrast, the contemporary gallery of middle-aged screen babes includes Lynn Redgrave, 58, who in "The Simian Line" plays a real estate broker sultry enough to compete with Cindy Crawford for the affections of Harry Connick Jr., who is 34. And in "Tadpole," which was unveiled on Friday at the Sundance Film Festival, a teen-age boy falls in love with his stepmother, played by Sigourney Weaver, and goes to bed with the equally ropey-looking Bebe Neuwirth.

These days movies compete with television. Even youth-oriented shows like "Dawson's Creek" and "Buffy the Vampire Slayer" have featured episodes in which middle- aged characters fog up the lens with their frank couplings.

Middle-aged sexuality is likewise a feature of cable shows like "Six Feet Under," which has Frances Conroy, an actress in her 50's, cavorting on camping trips with her grizzled boyfriend. To say nothing of "The Sopranos," in which Mr. Gandolfini's paunchy mobster lusts after his weathered therapist, played by Lorraine Bracco, and paws Annabella Sciorra, his 40-ish paramour.

Their no-holds-barred on-screen affair is not likely to raise eyebrows on a show that in its first season, in 1999, featured Junior, a 70-year-old Mafia capo, played by Dominic Chianese, lounging in bed with his overripe mistress, discussing oral sex.

At one time audiences might have found such fare repellent. No longer. Viewers may at last be ready to acknowledge, Ms. Hooks said, that "in reality most people's sex lives aren't pretty."

"Fantasy," she added, "has so dominated our lives that to see something that approximates the real takes away some of the shame that audiences may feel about the real."