"Are those things real?" asks an amazed Leslie Mann as she fixates on Megan Fox's perfect twenty-something cleavage in the new trailer for Judd Apatow's "This Is 40."

"Yeah! I'm just young!" replies Fox, following up her forgettable cameo in Sacha Baron Cohen's "The Dictator" with an out-of-the-box role as a hot young woman in a bra store (who also appears to be named Desi).

And so goes another anecdote in the comfortable-but-pedestrian lives of Pete (Rudd) and Debbie (Mann), an upper-middle-class couple who begin to question what their existence is all about as they approach the neuroses-inspiring age of 40. Along for the ride in Apatow's upcoming "Knocked Up" spin-off/"sort-of-sequel" are Chris O'Dowd, Jason Segel, Charlyne Yi, John Lithgow, Lena Dunham and Albert Brooks as Rudd's deadbeat father, who at one point in the new trailer informs his son: "Your mother wanted you aborted." Ouch.


Also putting in an appearance here is Melissa McCarthy's enraged suburban mother, who this time around complains that Rudd and Mann's daughter "told my son he looked like Tom Petty - in a negative way." But hey, he kinda does.

In any case, this latest trailer does away with the "high concept-y" feel of the first one ("Let's make a list of all the things we want to change and then put them into practice!"), setting up the premise in a more natural fashion that feels truer to Apatow's freewheeling "slice-of-life" sensibilities as a filmmaker. Following the downbeat box-office misfire that was "Funny People" (his last directorial effort), "This Is 40" seems more in line with Apatow's smart-but-accessible previous efforts like "40-Year-Old Virgin" and "Knocked Up," and the trailer does a good job of communicating that.

My grade for the trailer: B+. After watching the new spot below, rate it for yourself at top left!


"This Is 40" hits theaters on December 21.