This film sets Shakespeare's Richard III in an alternative to WWII era England, where fascists and royalists maintain their own militias and play power games with kings and thrones. The first scene sets the tone for the entire film. A young officer is settling down to dinner with his dog chewing on a bone nearby. The building begins to shake and a low rumbling is heard. Soon enough, a tank erupts through the fireplace and stormtroopers charge in automatic rifles ablaze. Ian McKellan removes his gas mask and spouts a few lines of Shakespearean dialog.

The action and the intrigue never really let up, as the film follows Richard's (McKellan) rise to infamy and power. Neither does the Shakespearean dialog. Somehow the cast manages to make the dialog fit the action and setting effortlessly.

Richard III is jarringly strange - perhaps the most innovative of the recent Shakespeare updates - very well acted and directed. Although I recommend the film, I have to warn you - it's not for everyone.