HAIR SLICKED AND parted like Hitler's, cigarette dangling from beneath his ugly mustache, Ian McKellen makes a dandy of a cutthroat megalomaniac as the title monster of RICHARD III (United Artists, R). McKellen, the great stage actor, has a pouchy basset-hound face that wends its way down to a tendentious sneer. That sourpuss mouth -- disgust cloaked in civility -- is ideally suited to this jagged and volatile Richard III, a spectacular modernization of Shakespeare's most outrageous history. For years, theater directors have updated the Bard to contemporary settings (the avant-garde prankster Peter Sellars once staged Antony and Cleopatra in a swimming pool). In movies, though, Shakespeare is almost always confined to a generic 16th century of ruffles and mud. The new Richard III, adapted by director Richard Loncraine from a stage version that originated in London, offers a radical break with tradition, turning Richard into a 1930s martinet dictator who strolls through marbled fascist sets that look like something out of Die Hard in Berlin. With its graphic murders and general atmosphere of swooning-camera delirium, it may be the first cinematic treatment of Shakespeare you can imagine winning the approval of both Harold Bloom and Joel Silver.
At the beginning, McKellen delivers the ''winter of our discontent'' speech into a microphone and then slinks off to a bathroom to continue the monologue while standing over a urinal. The split between the public and private Richard is central to Richard III, and McKellen gives it suave undercurrents of contemporary psychosis. Where Laurence Olivier's gleeful Richard invited the audience into complicity with his foul deeds, spewing venom into the camera like poison candy, McKellen climbs to rulership atop a pile of corpses without ever losing his shady bureaucratic hauteur.
I found the purple spy-thriller realism of this production -- torn flesh, inky corridors of power -- at once bracing and true to Shakespeare. (Too often, murder is made to seem an abstraction in his plays.) At a lean and mean hour and 44 minutes, the play is practically a skeleton of the original, yet the actors give it flesh. Jim Broadbent's Buckingham is the perfect unctuous yes-man, and Annette Bening plays Queen Elizabeth with pearly rage, gazing with piteous helplessness upon her slaughtered relatives. As Lady Anne, Kristin Scott Thomas finds a jaded glamour in dissolution. Of the performers, only Robert Downey Jr. clunks. Whatever its flaws, the revelation of this Richard III is that updating Shakespeare may be even more ideally suited to the movies than to the stage. Better to shoot the works than fizzle in respectability. B+