Filmed in wide screen 70mm, the movie was made on massive sets in London. For the exterior shots the handsome Blenheim Palace in Oxfordshire stands in for Elsinore. Visually, the interior scenes are a feast, brimming with rich details and spacious beauty. The outdoor scenes are a mixed bag. Some shots, particularly those of advancing troops, have a real sense of grandeur. Unfortunately, many scenes are undermined by surprisingly bad set dressings (check out the tons of fake snow) and chintzy special effects. A nighttime shot early in the film attempts to capture an ominous, spooky feel, but the overuse of dry ice, coupled with very cheesy shots of the earth cracking open, make the whole scene look more like an amateur haunted house.

But enough about the dressings, let's look at the performances. Branagh states "This production is cast color-blind, nationality-blind, accent- blind. I wanted to work with people I had admired for a number of years and who I thought would be very good for the parts." Some of his choices are inspired. Despite a spiky blond hairdo and look reminiscent of the royalty in David Lynch's "Dune," Derek Jacobi is magnificent as Claudius, Hamlet's murderous uncle. Jacobi's performance captures the treachery of the man, but also his fear, guilt and remorse. Without minimizing the evil of Claudius' deeds, Jacobi makes him much more of a human being.

Nicholas Farrell gives a hearty, utterly credible performance as Horatio, and Kate Winslet's turn as Ophelia is both lovely and heartbreaking. Charlton Heston is a commanding presence as the Player King, a part often minimized in other productions of the play, and Billy Crystal does a surprisingly good job as a wry gravedigger.

Alas, some of the other actors don't fare as well. Julie Christie, as Queen Gertrude, is passive, displaying little of the character's depth. As the devoted Marcellus, Jack Lemmon delivers his lines in a shaky, tentative fashion. He's hard to watch. And Robin Williams, playing the boorish Osric, seems cartoonish and wildly out of step.

As Hamlet, Branagh's performance is all over the place. In some scenes, notably the "To be or not to be" soliloquy, he is sublime, adding new layers to Shakespeare's extraordinary dialogue. But all too often, in his zeal to portray Hamlet as a vital, robust man, he leaps about exsessively, shouting his lines at breakneck speed in bombastic fashion. In most versions of the play, one of the enduring mysteries is whether Hamlet simply feigns madness or actually crosses the line into insanity. Not so here – Branagh does everything but wink at the audience, leaving little doubt about the mentality beneath the Dane's behavior.

During the intermission, which divides the film's 158 minute first portion from the 84 minute conclusion, I confessed to my companions that much of the archaic dialogue, delivered at lightning fast speed, was flying way over my head. My friends laughed and said they both feared they were the only people in the theater that felt that way. Despite Branagh's noble intentions, the rushed, often hard to understand dialogue makes it clear why the play is usually cut.

The second portion of Hamlet, structurally shaky even in the short form, is particularly confusing and inconsistent here, though it does wraps up with a spectacular, if stagy, sword fight. Despite its problems, Branagh's Hamlet is well worth your time. His reach extends his grasp and the film stumbles along the way, but Branagh's audacious vision, coupled with Shakespeare's dazzling prose, delivers many substantial rewards.