SHAKESPEARE IN LOVE (WITH MICHELLE PFEIFFER)

A MIDSUMMER NIGHT'S DREAM Directed by Michael Hoffman Starring Michelle Pfeiffer, Rupert Everett, Stanley Tucci, Calista Flockhart Fox Searchlight Pictures

When was the last time we had a straight adaptation of a play by William Shakespeare? After DiCaprio's mumbled Romeo and Branagh's adulterated Hamlet, director Michael Hoffman has fashioned a surprisingly faithful version of Shakespeare's fairweather fantasy A Midsummer Night's Dream.

In essence, it's two hours of fluff. Not the dryer-lint variety either. We're talking sparkly, ethereal fluff here. Costumes by Academy Award winner Gabriela Pescucci and a setting under the Tuscan sun bake Titania's World in a glittery glow. Hoffman's only departure from The Riverside Shakespeare is his decision to set the romance in Victorian Italy--a transposition that further enhances the plot of romantic confusion. As the frilly dresses and neckties come off, the characters wander into a timeless forest netherworld, where sparkle is queen and the sprites are anything but virginal.

While some may denounce the lack of altercation as uncreative, Shakespeare's original comedy is strangely suited to film. The magic of the lens makes it possible for Pfeiffer's excruciatingly beautiful Titania to fall in love with an Ass (played by an eager Kevin Kline)--a revelation that never quite came off in the written version. Perfect casting decisions and scanty strands of well-placed opalescence turn the scripts' confusing jumble of characters into a fay beauty pageant (fragrances soon available at your local department store).

Happily, this adaptation hasn't gone the way of others featuring beautiful blonde heroines (think Great Expectations). While iambic pentameter usually complicates dialogue enough to make directors resort to other narrative devices (dance in West Side Story and gaudy cinematography in Baz Luhrman's Romeo and Juliet), Hoffman's production miraculously retains both the language and the humor of the original version. Case in point, Calista Flockhart is surprisingly effective, delivering lightweight slams like "spite... oh hell!" with utter conviction. Less a comedy of language than a physical comedy of errors, film makes it possible to keep all the characters straight. Though bad high school productions usually turn the play into a mass of unfunny confusion, the cast's flawless gene pool make everyone memorable enough that we actually care who puts what in whose eyes.

Christian Bale is perfect as the wet noodle who is ultimately improved by Puck's magic (he's the only character left under the influence of the herbal Viagra). Dominic West, on the other hand, needs no potion, quickening the movie's pulse with his smoldering eyes and nudist tendencies. Midsummer Night's magic does well by all the aging cast members, making Stanley Tucci and Rupert Everet's oft-displayed biceps taut and virile as they lounge about, toying with the fate of their younger coactors. Pfeiffer tops the pantheon, lathered up with glitter and seemingly enchanted by the budding potpourri in her hair.

When the film isn't twinkling with glitter, it does manage some Shakespeare in Love-style gritty subplots. For all its dedication to the original version, Hoffman manages to imbue this retelling with a number of strangely random eccentricities. From pixies who bear distinct resemblance to Madonna and E.T. to a scene in which a catfight descends into Victorian female mud-wrestling, the film tosses enough curve balls to satisfy those who miss their Stoppard.

There's no doubt that when you read reviews of this new Midsummer adaptation you will see the words "sparkling adaptation" glinting in every paragraph. In this case, however, take the cliche literally.