After the sudden death of lead actor Heath Ledger Terry Gilliam said he was in no mood for completing his film. Under the circumstances, the fact that he has done this well is a hugely impressive achievement.
In many ways this is vintage Gilliam, with classic motifs and signature themes from his career - the weird and wonderful contraptions and machines, and a magical looking glass that allows for the outlandish escapades beyond the boundaries of space and time. And there's also Pythonesque humour and physical comedy.
Contemporary London provides a backdrop, but we spend most of the time with the outcast characters in the travelling Imaginarium - a kind of magical circus act whose old-fashioned mysticism holds little currency in a modern era of brash entertainment.
The gang - Christopher Plummer as the ancient, drunken Doctor, his daughter Valentina, her boyish admirer Anton, and the doctor's sidekick midget Percy - one night save a young man Tony from hanging by the neck under a bridge. When Tony decides to stay with the group it creates a tension. His charm and swagger belies a murky past. As the professor and Valentina warm to him, Anton grows jealous and protective.
At the same time, the devil (a constantly puffing Tom Waits) is preparing to collect on a deal he's made with the Doctor.
Ledger, of course, plays Tony to begin with and it is - as Gilliam pointed out - eerie just how much death surrounds his character here.
There are some great sequences as characters pass through to the other side of the mirror of the Imaginarium. It's as if they are being confronted by their deepest inner fears and desires in a physical form. You never know what to expect behind the mirror: a two dimensional country landscape, a forest of gigantic shoes, or ladders to the sky.
This is also a place where people's appearance can change. Hence the character of Tony is also played by Johnny Depp, Jude Law, and Colin Farrell. Gilliam succeeds in turning a major obstacle into a strength for the most part. Fine actors help, of course. As the two-hour film goes on the storyline gets manic and messy, but it is such a visual feast that it'll warrant at least another viewing.