I was utterly swept away by this film. Utterly charmed.

It's a lovely fantasy with a lot of delicious left turns, one of which is the pirate Captain Shakespeare performed by Robert de Niro. This is De Nrio as you've never seen him before. Trust me!

This is the tale of a naïve lad Tristan (Charlie Cox) who must go beyond the Wall of his village (named Wall) in England to the land of Stormhold, where anything can happen and magic abounds. He has decided to find a fallen star for the young and vain Victoria-whom he thinks is the love of his life.

Of course once he finds his fallen star, it turns out the celestial body is indeed, a body - a young woman named Yvaine (Claire Daines).

Ah, the adventures these two go on!

All conspires against them. An evil witch named Lamia played to a sour and evil nicety is Michelle Pfeiffer who wants Yvaine's power to remain young. (she and her two sisters).

Then there is the last surviving Prince of Stormhold who was told by his dying father (Peter O'Toole) that he needs to bring back the star which will prove he's the one son worthy to be king. Septimus (Mark Strong) is the last prince standing (He's number seven--all the others have been killed off -- and their shades follow him around providing a hilarious Greek chorus) - so he's in a real tear to find the star.

And a grubby hedge witch named Ditchwater Sal (Melanie Hill) provides an ongoing obstacle to their journey--she's in over her head --but plows right along anyway.

As Tristan and Yvaine make their way back to the village near Wall---they also meet up with Captain Shakespeare and his flying air ship. He and his,... fearsome crew collect lightning and sell it for profit.

They capture Yvaine and Tristan -- and well, you have to see what happens on this ship. Oh my Lord, there is sword fight and battle above and below decks when Septimus catches up with them that will bring tears to your eyes it is so well choreographed and so very funny.

Like all good fairytales -- there are morals aplenty -- and really-- no surprise -- a happy ending. But oh, the journey is so full of wonder and humor. There is a satisfying dearth of magical critters and such. There's magic, but it's mostly humans transformed. There's a unicorn and a flying ship and an ensorcelled princess -- and witches. All set against dramatic Icelandic and Scottish backgrounds.

For me, this will remain right up there with the "Princess Bride". It's not as sly and adult (and doesn't have the amazing array of actors) -- but the writing is as satisfying and the actors are engaging and marvelous. Matthew Vaughn who's known for "Lock, Stock, and Two Smoking Barrels" proves a deft hand at moving the fantasy right along. I found no draggy moments.

And the narration provided by Ian McKellan was a nice touch.

Don't miss this. - Susan Martin