In this most affecting adaptation of Henry James's dense and difficult novel, Ian Softley brings passion back to the oft-derided genre of "period" movie. There are many angles in the story; tales of deception, social hypocrisy, conflict between our hearts' desire and our conscience, of regrets, and some degree, of just deserts. However, in the heart of it lies an unforgettable love triangle, fuelled by the amazing performances of the three leads. Helena Bohnam-Carter, in the pinnacle of her career, embodies the fierce intelligence and ruthless determination of Kate Croy, a woman born in a wrong era, whose effort to hold on to both love and wealth tragically backfires. Linus Roache, playing Kate's secret love, brings tortured Merton Densher (where does James come up with these names?) vividly to life. He has the sort of intense good looks and physical presence required for this role in spades; and his dramatic ability shines though, especially in his last scene with Millie, where he acknowledges his duplicity before the all-accepting love of the dying girl with an incredible raw emotionality. I was most impressed with Allison Elliot's Millie, however. The angelic Millie could have been a big cliché of a character, but in Elliot's skillful hands, Millie takes on the luminance of spirits and love of life that grow even as her physical strength fails. The story and the actors are tremendously aided by gorgeous cinematography (especially the mournful beauty of rain-soaked Venice) , costumes-to-die-for by Sandy Powell (who wore that fabulous red dress to this year's Oscar, accepting the award for "Shakespeare in Love". She should have won it for this film), and beautiful music. A movie to be watched in a dark rainy afternoon, and savored like fine wine.