Starring Natalie Portman and Hugo Weaving. Rated 14A.

Imagine a future in which fear of terrorism is used to bully citizens into giving up their civil rights, homosexuals are increasingly corralled off from the rest of society, and a small cabal of angry white men set about consolidating power and wealth for themselves. Oh, c'mon, stretch your mind just a little. Now picture a near-distant Britain in which the aftermath of Tony Blair's Iraq adventure and the dissolution of the United States into utter civil war have rendered western society shattered with class conflict, health crises, and environmental degradation. Only crap TV remains the same.

Based on Alan Moore's graphic novel of the same name (but without the curmudgeonly writer's blessing), the two-hour-plus film was directed by James McTeigue, a protégé of the Matrix-making Wachowski brothers, from their script. It stars Natalie Portman as a seemingly sensible young Englishwoman who gets semi-accidentally caught up in a rebellion against the tyranny embodied by John Hurt, as a democratically elected chancellor morphing into a fascist dictator.

The revolution, televised or otherwise, is really the work of one man, a mysterious knife-wielding fellow in a grinning Guy Fawkes mask known only as V, and played, or at least poetically voiced, by Matrix baddie Hugo Weaving. The letter stands for plenty of things in his alliterative patter, as well as the Roman numeral 5-for November 5, Guy Fawkes Day, the anniversary of an ill-fated 1605 revolt against the crown-and his room number, seen in flashbacks, at an Abu Ghraib-type detention centre.

A massive amount of disturbingly contemporary material-including rampant fundamentalism, censorship and duplicitous spin, reactionary talk-show hosts, and institutionalized hatred of Muslims-is crammed into the tale, shot in London and on giant soundstages at Germany's Babelsburg studios by cinematographer Alan Biddle, who died after the production wrapped. The project is weighed down by a certain heavy-handedness, and, at the same time, is only adequately anchored by Portman who, even after her head is shaved, can't quite shake a whimsical side underscored by her wandering accent.

Still, while not always fending off inevitable comparisons with Beauty and the Beast and Phantom of the Opera (albeit a Phantom with both Julie London and Cat Power on his underground juke box), the filmmakers manage to avoid CGI effects and obvious Matrix-isms, at least until the swooshy fight-out at the end. Vendetta is cumbersome and imperfect, but if there's a more subversive epic showing in the next few years, I'll want to see it-fast, before the audience is taken away in chains and black hoods.