The 1939 classic "The Women," with its impeccable pedigree -- the revered director George Cukor, a screenplay by Anita Loos and Jane Murfin (with some uncredited work by F. Scott Fitzgerald), based on the stage play by Clare Boothe Luce -- seemed as if it would stand forever without a serious remake. And that was just fine with fans of the cast, which included Norma Shearer, Rosalind Russell, Joan Fontaine and Paulette Goddard. But it has finally happened. "The Women," the 2008 version, will be released Friday. Diane English (best known as the creator of the '90s sitcom "Murphy Brown"), wrote and directed. Meg Ryan is the star. Critics and moviegoers will decide how it stacks up against its 69-year-old inspiration, but we can tell you now: It definitely is different.

THE HEROINE

1939: Mrs. Stephen Haines, a k a Mary. A serenely poised Great Neck society wife and mother who learns from a manicurist that her husband is having an affair. The kind of woman who actually makes dinner for her husband when the cook isn't around. Played by Norma Shearer, 37, the mellifluent brunette widow of MGM studio chief Irving Thalberg.

2008: Mary Haines. A constantly frazzled Connecticut wife, mother and underused part-time fashion designer who learns from a manicurist that her husband is having an affair. The kind of woman who exhausts herself by doing all the cooking for a huge charity lunch. Played by Meg Ryan, 46, the little-girl-voiced blonde ex-wife of actor Dennis Quaid.

THE OTHER WOMAN

1939: Crystal Allen. A hard-edged, scheming Black's Fifth Avenue perfume saleswoman played by the hard-edged Joan Crawford. Raciest line: "When anything I wear doesn't please Stephen, I take it off."

2008: Crystal Allen. A shapely, scheming Saks Fifth Avenue perfume saleswoman played by the aggressively sultry Eva Mendes. Least racy line: "If Stephen doesn't like something I'm wearing, I take it off."

THE FRIENDS

1939: Mrs. Howard Fowler, a k a Sylvia (Rosalind Russell). A catty society wife who relishes the disintegration of Mary's marriage and does her best to make things worse.

Mrs. John Day, a k a Peggy (Joan Fontaine). A soft-spoken society wife who manages to remain sweet (and is rewarded for her virtue).

Miriam Aarons (Paulette Goddard). A no-nonsense divorcee whom Mary meets in Reno.

2008: Sylvie Fowler (Annette Bening). A high-powered magazine editor who feels sad about the troubles in Mary's marriage and really awful about her part in making things worse.

Edie Cohen (Debra Messing). A full-time mom who has so many children that she doesn't know what to do except take them with her everywhere.

Alex Fisher (Jada Pinkett Smith). A no-nonsense lesbian writer who enjoys taking her straight friends to predominantly gay restaurants.

THEIR LIVES

1939: The gym, the beauty salon, a dude ranch in Reno (to establish residency for a quick divorce) and fashion shows (as recreation).

2008: The gym, the beauty salon, the office, a yoga retreat in the Berkshires (for spiritual renewal) and fashion shows (as career moves.)

THE WISDOM

1939: "We women are so much more sensible. When we're tired of ourselves, we change the way we do our hair or hire a new cook or decorate the house. I guess a man could do over his office, but he never thinks of anything so simple." -- Mom (Lucile Watson) to Mary, on why married men have affairs.

"No pride at all. That's a luxury a woman in love can't afford." -- Mary, in answer to her meddling friends, who can't believe that she would go back to Stephen.

2008: "I know you don't drink in the afternoon, but you will eventually, so you might as well start now." -- Mom (Candice Bergen) to Mary, just because they're having lunch.

"I mean, how could I share myself with you if I didn't know who I was?" -- Mary to Stephen (by telephone) after her feminist enlightenment.