"Stevie Wonder and Ray Charles could tell there's nothing going on there," one disillusioned Niagara Falls City Council member said.

- Matthew Schuerman

Their first meeting ends abruptly when Julian responds with an emotionally inappropriate (and very funny) dirty joke to Danny’s heartfelt account of the death of his only child in a school-bus accident and the devastation it has wrought on his marriage to his high-school sweetheart, Bean (Hope Davis). It’s not clear from Julian’s drunkenly glazed expression whether or not he realizes the faux pas that he has committed, but Danny quickly walks off in anger anyway.

Danny spends the rest of the night, however, trying to fight off the sleep-depriving effects of the depression caused by his failing marriage and seemingly dismal job prospects—which leads him to seek out Julian the next morning for company. Julian has two tickets for the local bullfight; Danny reluctantly agrees to accompany him to the corrida, where Julian stages a fake assassination in which Danny is seemingly recruited as a lookout. The bullfight scenes are enacted in sufficient detail to indicate that writer-director Mr. Shepard has seized the matador metaphor for Julian and will run with it for the rest of the picture.

Yet who has ever heard of a matador needing a buddy out there in the ring to help restore his lost confidence? This is the switch that Mr. Shepard pulls on his genre. There are several levels of trickery involved in his management of the narrative. First, we have to be rooting for the hit man to succeed in his mission in the first place; second, his targets have to be anonymous or unlikable, and unconnected to any identifiable politics—even when the locale happens to be Moscow, as it is on one occasion in The Matador. The penalty for failure on Julian’s part is almost certainly death, but at whose hands? Mr. Shepard gives us only a sliver of specificity in a mysterious intermediary known almost facetiously as Mr. Randy, played with casual portentousness by that charismatic character actor, Philip Baker Hall.

The crux of the relationship in Mexico City between Julian and Danny involves an action that we never see onscreen and an intervention in Danny’s floundering career— of which Danny himself is blissfully unaware until a desperate Julian comes banging on his door six months later, during a snowy Christmastime in Denver. Danny’s own career is now booming and his marriage thriving, perhaps from his wife’s own association of her husband’s business success with his renewed virility (and is this not also the American Way?).

The final harmless joke of this essentially harmless entertainment is the unexpected reaction of Danny’s wife to the visit of a professional killer: She finds it pleasantly intriguing, titillating and just a bit sexy to be sleeping under the same roof as a hired assassin. The wife’s fascination with criminality remains safely vicarious; The Matador would have been a more dangerously complex film if it didn’t. As it is, the three major characters remain frozen in their psychological and sociological types.

Still, on one level The Matador illustrates Charlie Chaplin’s insight in Monsieur Verdoux (1947): that if war, as Clausewitz’s dictum has it, is the logical extension of diplomacy by other means, then murder (in Chaplin’s view) was simply the logical extension of business. But there is also a touch of amateur psychological therapy in Danny’s accompanying Julian on his next mission so as to lend him “moral” support. And why not? Whether wittingly or unwittingly, Danny himself became the beneficiary of the murder business six months before in Mexico City.

In the end, Julian saves himself by assassinating his own would-be assassin, with Danny’s supportive presence on the scene. He then leaves Danny and Bean to their home and hearth, albeit a little regretfully in view of his own unbridled existence of forbidden pleasures and soul-destroying hedonism. The Matador is admittedly a trifle in the long view of cinema, but it’s an amusingly adroit piece of work nonetheless. My only regret is that the always-remarkable Ms. Davis didn’t have more to do. Mr. Brosnan and Mr. Kinnear are otherwise almost perfectly cast, written and directed as polar and temperamental opposites.

Reese’s Treats

James Mangold’s Walk the Line, from a screenplay by Gill Dennis and Mr. Mangold, based on the books Man in Black and Cash: The Autobiography by Johnny Cash, raises the ante on musical impersonation not only with Joaquin Phoenix playing and singing the role of Johnny Cash, and Reese Witherspoon delivering similar duties in the role of June Carter, but also such lesser-known actor-musicians as Tyler Hilton and Waylon Malloy Payne presuming to represent such iconic luminaries of popular music as Elvis Presley and Jerry Lee Lewis. On the whole, the impersonations are zestful enough and energetic enough to remain thoroughly entertaining in the midst of the darkening clouds of amphetamine addiction that threatened to destroy Cash’s life and career.

Indeed, before I saw Walk the Line, I was predisposed to disapprove of the genre itself, especially when its real-life subjects have become overly recognizable through previous nonfiction films, concert films and even a television series. I know I picked Ray as my third-best picture of 2004 and Jamie Foxx’s incarnation of Ray Charles as the best male performance for that year. But Ray is the exception that proves the rule—or was it that I was more familiar beforehand with the Johnny Cash persona than with Ray Charles? Was it also the obstacles of race and blindness that made Charles automatically more sympathetic as a screen protagonist than Cash, despite the vices they had in common?

But what I hadn’t counted on in Walk the Line was the spine-tingling feistiness of Ms. Witherspoon’s performance as June Carter. This feat has belatedly placed it (in my mind, at least) among a mere handful of more-than-Oscar-worthy performances this year, such as Gwyneth Paltrow in Proof, Maria Bello in A History of Violence, Keira Knightley in Pride and Prejudice, Claire Danes in Shopgirl and Laura Linney in The Squid and the Whale. Mr. Phoenix isn’t bad either, but the clinical details of Cash’s addiction (in which he is enmeshed for much of the film’s running time), along with his emotional neediness, deprive his performance of Ms. Witherspoon’s comic buoyancy, which has always been her strong suit. Some Cash admirers have deplored the predominantly gloomy tone and warts-and-all frankness of a film about a performer they always found cheerfully exhilarating. Of course, all great entertainers double as con artists in concealing from the audience their deepest hurts when they’re onstage or onscreen.

Cash’s problems seem to have started in early childhood with the death of his beloved brother, whom their father pointedly preferred to little Johnny. The father, Ray Cash (Robert Patrick), is presented as emotionally cold and vocally abusive. Cash’s first wife, Vivian (Ginnifer Goodwin), seems to pop up from nowhere just before Cash’s first big break. She has ample cause for complaint over his frequent womanizing with groupies, an omnipresent tribe of underage temptresses that seem to have infested the tour buses of every pop sensation of modern times.

Indeed, the earlier rock-music side of Cash’s career is emphasized over the later, more remorseful folk music that he also recorded, as exemplified by the film’s title song. Unfortunately for the movie, our most vivid memories of Cash seem frozen in the period of his comparative maturity, whereas Mr. Phoenix’s portrayal seems fixated on his youthful escapades and congenital wildness. By contrast, Ms. Witherspoon’s June Carter remains, even in the midst of her own antic high spirits, a calming and stabilizing force in Cash’s life. A colleague who knows more about these things than I do assures me that Vivian Cash has been somewhat slandered in the film by the ingrained tendency of biopics to treat the hero’s first wife as a disaster from which he has to be rescued by his second wife. In actuality, my colleague insisted, Vivian remained friendly and hospitable to both Johnny and June even after they were married.

Even so, the movie overcomes whatever lapses of fact and nuance it has incurred by the sheer verve of the folk-music ethos, which ever since Robert Altman’s triumph with Nashville in 1975 has seemed singularly unique in its ability to establish an immediate and seemingly effortless rapport with audiences. Hence, even if you’re not the folk-music type (and I assure you that I am not), I advise you catch up with Walk the Line, if only for Ms. Witherspoon’s transcendent joyousness as a still-growing legend within a legend.

Not Funny

Thomas Bezucha’s The Family Stone, from his own screenplay, seems to have been designed as a Christmas-season entertainment, inasmuch as not one but two Christmas family reunions take place within the film, with all the shifting realignments of elective affinities between the first and the second. In the process, Mr. Bezucha has put many usually pleasant performers into unbelievably unpleasant situations through a strange mixture of somewhat mystifying and distinctly unseasonable rudeness, obtuseness and obliviousness. The opening-credit sequence makes the film’s ultimate intentions crystal clear with idyllically rendered winter shots of a New England country house, set to the overly familiar and overly seasonal tune of “Let It Snow, Let It Snow, Let It Snow.” Later, there’s a pointedly prolonged excerpt from Vincente Minnelli’s exquisite Currier and Ives postcard to the Middle American family, Meet Me in St. Louis (1944), with Judy Garland’s misleading rendition to Margaret O’Brien of “Have Yourself a Merry Little Christmas.” (I say “misleading” because Minnelli’s masterwork is only marginally about Christmas, ranging as it does over the four seasons in a family’s adventures at the time of the St. Louis Exposition at the turn of the century.) Nostalgia was big in Hollywood in the middle of World War II, and the censors made sure that family life of whatever period was behaviorally circumspect. But as Norma Desmond might have said, “Ah, we had families back then”—blissfully happy despite their enforced conformity and conventionality.

This is not the case in The Family Stone, in which jealousy, resentment and a deadly secret run rampant in our early introductions to the family and its possible additions. The most troublesome among the latter is Meredith Morton (Sarah Jessica Parker), who is presented as a nonstop chatterbox of a New York career woman. With her domineering manner, Meredith embarrasses even her flustered fiancé, the family success story Everett Stone (Dermot Mulroney), while he’s trying to buy a Christmas present. Earlier, we’ve heard Everett’s sister Amy Stone (Rachel McAdams) bad-mouthing Meredith to their mother, Sybil (Diane Keaton).

For her part, Meredith dreads spending the Christmas holiday with Everett’s family. He keeps assuring her that everything will be O.K., but sure enough, Meredith’s worst fears are realized with the deep chill she gets at the outset, particularly from Amy and Sybil. Not that Meredith doesn’t do her share to contribute to the ill will, but I still never quite figured out what all the hostility was about.

Is it because Meredith is a career woman from New York City? But the head of the Stone family, Kelly Stone (Craig T. Nelson), is a presumably enlightened college professor—and, anyway, New England isn’t all that far from New York, either geographically or spiritually. The family chill toward an outsider was far more plausible in Junebug, in which a Chicago intellectual visits her husband’s religious family in North Carolina; there at least you had massive regional and cultural divides to overcome.

The other members of the strangely prickly Stone family are Ben Stone (Luke Wilson), Everett’s comparatively underachieving and more bohemian brother from California, who is vaguely connected with making documentaries (or growing marijuana, for all we know), and—almost lost in the shuffle— Susannah Stone Trousdale (Elizabeth Reaser), a pregnant housewife with one daughter already and a husband who hasn’t yet arrived for the festivities. Most startling of all the family members is gay, deaf Thad (Ty Giordano) and his African-American boyfriend, Patrick Thomas (Brian White). Believe me, you’ve never met two nicer guys in your life, but while the other “tolerant” Stone family members are befuddling Meredith with their seemingly excessive displays of sign-language fluency, I was counting on my own fingers the numbers of ways that a newcomer like Meredith could earn the enmity of the group. She started promisingly enough by shouting her thoughts to Thad as if he were simply hard of hearing, but then went further than I expected any supposedly sophisticated New Yorker could go when she asked him (at the top of her lungs) whether he was concerned that the child he and Patrick were planning to adopt would turn out to be gay.

At that point, I abandoned all the characters to the writer-director’s devices and waited, with some trepidation, for the inevitably gushy turnarounds. Ms. Parker had drifted a long way from the warm collegiality of Sex and the City, and Ms. McAdams was quickly using up some of the points she had earned with me as the resourceful heroine in Red Eye. Even the divine Diane Keaton was sadly misused.

The most curious (though oddly satisfying) twist in the film occurs when Meredith, in desperation, summons her sister to come to her rescue—and who should show up but Claire Danes as the beautiful, intelligent and tactful Julie Morton, who wins over the same family that rejected Meredith? What happens next has to be seen to be disbelieved, except that it makes a kind of romantic sense eventually. Still, it’s much too late to save the film. I have always stressed the importance of endings in film narratives, but this is the first time that I recognized the importance of beginnings, too—especially when farcical shenanigans are involved, as they are here. Still, I can’t deny the incidental pleasures of watching these talented players giving it their all, even in such a misguided project.

The film expertly dramatizes the personal and professional life of Ray Charles Robinson, who was born on Sept. 23, 1930, in Albany, Ga., and died on June 10, 2004, at the age of 73. He dropped the "Robinson" at an early stage of his career because the championship boxer Sugar Ray Robinson had pre-empted the name "Robinson" in the public mind. Blind since the age of 7, Ray Charles had to overcome the additional handicaps of being born poor and African-American in the segregated South.

One would think that Hollywood decision makers would've jumped at the chance to film a life story so chock-full of inspirational human-interest themes, including the ever-timely civil-rights struggle. Such was not the case, however. Mr. Hackford, the director, co-writer and co-producer of Ray , met Ray Charles for the first time in 1987 while trying to secure rights to his life story, and their collaboration over the next 15 years left a lasting impression on the filmmaker, as he describes in the production notes: "To really understand Ray Charles, the music is important, but there is so much more to the man. When I first heard the stories of his life, I thought, 'My God, I never had any idea.' I did not realize how he came up, how he went blind, how he traveled on a Greyhound bus from Northern Florida to Seattle, how he got off that bus as a blind man on his own, experienced discrimination, addiction and sorrow-and yet found his way to become an incomparable artist, an incredible businessman and an American icon. I thought, 'This man's story must be told.'"

Of the man himself, Mr. Hackford observed: "He was a very gracious man, yet also very, tough. He was one of the smartest people I've ever met and he was also very, very candid. Of course, he was not an easy person, but nobody that accomplished is easy. Having overcome the monumental obstacles he'd faced in his life, Ray exuded a confidence that can only come from being a self-made man. He was also a perfectionist who demanded total concentration and dedication from others. And it was impossible not to be inspired by him."

After Mr. Hackford and his co-producer, Stuart Benjamin, secured the rights to Charles' life, they were surprised to discover such a lack of interest in Hollywood that it would take more than a decade to get the project off the ground. As it turned out, this long delay meant that Charles never lived long enough to see the movie on which he'd labored so tirelessly.

On the more positive side, an earlier green light on the project might have meant that Jamie Foxx would not have been considered for the part of the famous musician. And let's make no bones about it: Mr. Foxx comes as close to reincarnating Ray Charles as any mere mortal could be expected to come. After all, who could have thought in advance that Mr. Foxx, in addition to being a skillful stand-up comedian on television and a persuasive actor in Oliver Stone's Any Given Sunday (1999) and Michael Mann's Ali (2001) and Collateral (2004), also possessed musical talent of his own, and had learned to play the piano at 3? This ensures a confidence at the keyboard and a facial accompaniment to the vocals that never betray the original.

Indeed, so many things went right with this ambitious production-and particularly with Mr. Foxx's amazingly and uncannily charismatic performance-that a mere Oscar seems grossly inadequate compensation. The casting and performances of the women alone contribute to the gravitational pull of the increasingly sensual Jamie Foxx–Ray Charles persona. Kerry Washington as Charles' gospel-singer wife, Della Bea Robinson, is counterposed with the sassy, angry, heroin-addicted singer-temptress, Margie Hendricks (Regina King), and the proud soloist Mary Ann Fisher (Aunjanue Ellis), who walks in and walks out of the Ray Charles orbit; all enhance the film with their womanly graces and their rhythmically compelling voices.

As little Ray's thin-boned, iron-willed mother, Sharon Warren's Aretha Robinson provides the tough love needed to lead a blind child away from the path of charity-seeking dependency and onto the open road of brave independence. Mr. Foxx has noted that he was seeking the "nuances" in Charles' character, though he would seem to have his hands full as a sighted actor conveying the infinite darkness of a blind musician. Mr. Hackford has adjusted his camera setups so that Charles seems to come lurching from out of the darkness, and sets up scenes in which his acute hearing is demonstrated; and the director is not afraid to illustrate Charles' hallucinatory delusions with lurid sensory shocks.

The heroin addiction that resulted in Charles' two well-publicized brushes with the law may have given pause to the Hollywood honchos during the decade they hemmed and hawed about the project. Mr. Hackford doesn't break any new ground in this area, although a couple of hard-edged rehab scenes with Patrick Bauchau's no-nonsense Dr. Hacker makes the addict's final recovery seem plausible. After all, his heroic mother had instilled in him a capacity to confront crises head-on.

The drowning of his beloved younger brother in a grotesque accident in a small outdoor tub sets off a cycle of loss, grief, guilt and the onset of blindness that a child might well interpret as divine punishment for his failure to save his brother. I must confess at this point that the death of my brother in a sky-diving accident when he was 28 years old and I was 32 has never left me entirely free of guilt for having survived, and so I completely identified with the dramatization of this fraternal trauma. But where the film scored an emotional knockout for me was the drug-withdrawal-induced hallucinatory images of Ray's dead brother flying into his loving arms while Ray's mother, also long dead, beams approval of the brotherly reunion.

Charles' early experiences as a saloon musician are shown in slightly raucous fashion as occasions for having his blindness exploited, both by his own people and his white employers-to the point that Charles demands his paltry wages be paid in dollar bills so he can count his earnings out with his sightless but tactile fingers. As his earnings multiplied exponentially, Charles relied on a succession of assistants and business managers to protect his interests against the notorious predators in the music business. Sometimes the transition in his fortunes took an ugly turn, most notably when he replaced longtime driver and road manager Jeff Brown (Clifton Powell) and accused him of stealing. The film doesn't soft-soap this Trumpish change in Charles as the megabucks kept pouring into his coffers. Similarly, his frequent infidelities on the road are viewed through the eyes of his humiliated wife.

The singer's career-making association with Atlantic Records, personified by the Turkish-American Ahmet Ertegun (Curtis Armstrong) and the Jewish-American Jerry Wexler (Richard Schiff), was later jettisoned for the sake of an irresistible deal with ABC-Paramount; under this new deal, Charles was allowed to keep ownership of his master tapes, a concession that no previous musician-not even Sinatra-had ever been granted by a record company. In the movie, Mr. Ertegun remains friendly with Charles after the break, but Mr. Wexler is completely outraged by Ray's ingratitude and disloyalty, although in real life Charles eventually returned to Atlantic Records.

Then there are the songs themselves, a few sung by Mr. Foxx but most by Ray Charles-14 of them written by Ray himself, twice as many written by other people but transformed by the artist into personal anthems, most notably Hoagy Carmichael and Stuart Gorrell's "Georgia On My Mind," Percy Mayfield's "Hit the Road Jack" (sung in the film by both Charles and Mr. Foxx), and Ahmet Ertegun's "Mess Around," which got Charles through a temporary crisis in his recording career. Some reviewers have complained that there aren't enough completed songs in the mix, but with more than 40 separate pieces of music to create as many separate moods, it's hard to see what, besides a plotless Ray Charles concert film, would fully satisfy these critics. For my own admittedly tin ear in this realm, the songs were just right, and never too much.

Ray Charles entered the civil-rights struggle in the 60's and subsequently became an influential force in the cause. His refusal to perform in a segregated hall in Augusta, Ga., led to a lifelong ban in that state; in 1979, the state rescinded that decision with a formal apology to Charles and proclaimed "Georgia on My Mind" the official state song.

Mr. Hackford seems to have slipped off everyone's directorial radar after his deserved success in 1982 with An Officer and a Gentleman as well as his role as producer of the excellent feature documentary When We Were Kings (1996), on the Ali-Foreman title fight in Zaire. After Ray , however, Mr. Hackford has earned the right to a complete re-evaluation of his work.

Li'l Lili

Claude Miller's La Petite Lili , from a screenplay by Julien Boivent and Mr. Miller, is ostensibly based-though admittedly loosely-on Chekhov's The Seagull . But it's also influenced just as much or more by Luigi Pirandello's Six Characters in Search of an Author . In fact, Mr. Miller confesses a divided authorship for La Petite Lili by crediting Mr. Boivent entirely for the second part of the film, with his separate screenplay for Mr. Miller's anti-Chekhovian "fourth act."

In an interview, Mr. Miller reveals the genesis of his film: "About ten years ago, I reread The Seagull . Even though the play is set in the 19th century in a world of theater and literature, I found so many similarities with our lives as filmmakers and movie actors that I wanted to do a screen adaptation of it to show how contemporary and universal the characters are. All the characters in the play are the heroes of the film. Nina is Lili (Ludivine Sagnier), who dreamt of becoming an actress. Treplev has become Julien (Robinson Stevenin), an intransigent young filmmaker. Arkadina, his mother, is Mado (Nicole Garcia), a talented actress. Trigorin is Brice (Bernard Giraudeau), a successful director and Mado's lover. Masha is Jeanne-Marie (Julie Depardieu), who Julien doesn't realized is in love with him, and Sorin is Simon (Jean-Pierre Marielle).

"So, The Seagull was the starting point for La Petite Lili , except for the fact that I felt that Act IV wouldn't work with young people in this day and age. My adaptation moves toward a different denouément."

In addition to variants of Chekhov and Pirandello (and Miller and Boivent), there is a bit of contemporary French-pastry oo-la-la with Ms. Sagnier at the outset of the film. Still, at the very heart of the drama is a curiously judgmental puritanism at work in the treatment of her character. After deserting a young idealist to run off with an older pragmatist and further her film career, Lili is shown regretting her choice when she sees that her ex-lover is now happily married, with a child, and is a successful filmmaker besides. In this new context, Lili is closer to a female Alfie than a character out of Chekhov.

The rest of the French cast is more than adequate, though most of the parallels between Chekhov's turn-of-the-century worlds of theater and literature and the contemporary world of autobiographical cinema seem forced and arbitrary. But the biggest problem is Lili herself: Having seen Vanessa Redgrave's Nina onscreen, as well as a Nina-like character that she played in an Ibsen play onstage, I have to say that Ms. Sagnier is decidedly lightweight by comparison. Think of Audrey Hepburn and Leslie Caron in their prime, or Nicole Berger in Claude Autant-Lara's Game of Love , or Simon Simone in Jean Renoir's La Bête Humaine , and you get a sense of the range of magical possibilities.

There is one startling twist in the film-within-a-film that takes up much of the new fourth act, but you have to be especially alert to catch it. Overall, La Petite Lili is a modest entertainment for hard-core Francophiles like me.

For 10 days every September, Canada's most modern city plays host to the world's most popular cinema circus. News stories about nursing-home scandals and Canadian cabinet members under house arrest are replaced on Toronto's front pages by obscene amounts of space devoted to rumors of celebrity spottings, maps of where the movie stars shop for cool stuff, and gossip-column compilations of A-list clubs where you can rub elbows with Sandra Bullock. In this glam parade of silicone breasts, Botoxed lips and liposuctioned tummies, some people also go to the movies. This year, 328 films from 60 countries-253 features and 75 shorts adding up to 27,090 minutes of celluloid-are scattered across 21 screens and catalogued in a festival program book that is 415 pages long and weighs almost one pound. No wonder TIFF, now in its 29th year, is called the film event that guarantees something for everyone.

While chief directors Piers Handling and Michele Maheux introduce films from Nepal and South Africa and raise money to build a new $200 million high-tech festival center aimed for the year 2007, TIFF has hired a new staff co-director named Noah Cowan, who proudly proclaims that his favorite movie is The Towering Inferno . So what started out 29 years ago as an ambitious idea in the heads of three movie buffs sitting in a booth at the Windsor Arms Hotel has ballooned into a behemoth of media excess where, for 10 days a year, every actor is Brando, every fledgling director is the next Spielberg, and half a million ticket buyers stand in line for a festival that lives up to its reputation as "all things to all people." Berlin is a bore. Sundance is amateurish. Cannes has bloated beyond access and collapsed from hysteria. Venice is a fossil. So Toronto is the place to be. It provides plenty of art, plenty of garbage, and plenty of proof that Hollywood entertainment can sometimes be better for the soul than those dreary little Third World obscurities which nobody but the critics will ever see because of one very simple reason-they stink.

With 328 movies to choose from and four new screenings projected simultaneously every hour on the clock from 8:30 a.m. to midnight, frustrations and conflicts naturally ensue. If you are-God forbid!-serious about actually seeing the movies, there's no time to attend the press conferences, interview the actors, party till dawn with Nick Nolte, or swallow anything but pizzas and frozen lattes. So you catch half of one film, sleep through half of the next one, arm yourself with Tums and eyedrops, and do the best you can.

Next week, a roundup of this year's eclectic program. For now, some highlights. An incandescent Annette Bening jazzed up the opening-night festivities with Warren Beatty on one arm and co-star Jeremy Irons on the other. Her dazzling star turn in Being Julia is pretty radiant, too. Oscar-winner Ronald ( The Pianist ) Harwood's witty, sophisticated script adaptation of W. Somerset Maugham's elegant 1937 novella "Theatre," directed by the great Hungarian director István Szabó, was dismissed by some grumps as lavish and old-fashioned-two excellent reasons for rushing to see it, if you ask me. Set in the colorful theater world of London's West End in the fashionable 1930's, it centers on a fading diva named Julia Lambert, whose career-daunting age and dull marriage to a top producer (Jeremy Irons) have left her badly in need of rejuvenation. Romance arrives in the arms of a brash and sexy young American (newcomer Shaun Evans), who makes her feel giddy and alive again-until the star realizes the motives of an invigorating lover the age of her own son have been anything but sincere and she's been turned into a fool for love. Julia realizes that her young swain and her husband have both been deceiving her with a moronic ingenue in the cast of her own play, and the clever, bitchy and delicious way she plots her ultimate revenge turns the second half of the film into a comedic triumph of stylish manners that comes together in the very place where all of Julia's experience and skill can best be used for maximum effect: onstage. On the opening night of a new play, Julia manages to restage it to everyone's shock in the middle of the last act, to the cheers of the audience and the downfall of all of her adversaries. As the only Yank in a distinguished cast that includes Juliet Stevenson, Rosemary Harris, Rita Tushingham and Michael Gambon, Ms. Bening not only holds her own but steals the show, and she is gorgeous and hilarious while doing it. Imagine a vehicle for Bette Davis created by Oscar Wilde.

Toronto is a place where you see familiar presences in the most unexpected disguises. In Stage Beauty , movie hunk Billy Crudup plays a 17th-century stage star wearing a dress. In Pedro Almodóvar's dark, contrived, but brilliant and sexually charged melodrama, Bad Education , Mexican heartthrob Gael García Bernal plays both a preppie hunk and a drug-addicted drag queen who looks like Lainie Kazan, one of whom was raped as a teenager by a Catholic priest. In Kinsey, Oscar winner Bill Condon's first film since the magnificent Gods and Monsters, Peter Sarsgaard goes full frontal in gay love scenes with Liam Neeson, who gives a landmark performance as the noted historian and sex researcher Alfred Kinsey. In The Libertine , Johnny Depp, as decadent John Wilmot, the second Earl of Rochester and England's answer to the Marquis de Sade, deep-throats Samantha Morton as well as a number of naked male companions before dying of alcohol poisoning and a raging case of syphilis.

Biography is big this year. Among the big draws with the longest queues are movies about Modigliani, Che Guevara, Rwandan general Roméo Dallaire, cinematographer Haskell Wexler and Democratic Presidential hopeful John Kerry. Two musical biopics, about pop icons Ray Charles and Bobby Darin, shown back to back, have divided critics sharply. Ray, Taylor Hackford's sweeping, warts-and-all tribute to the legendary Ray Charles (1930-2004), runs two and a half hours. The film has an almost documentary authenticity in the way it illustrates both the musical rise and fall of a tragically flawed yet overpoweringly influential figure in American culture and the changing society that nurtured him, augmented by the real chart-topping Ray Charles hits that still sell today, as well as a career-defining performance by Jamie Foxx that should catapult him to the front ranks of movie stardom. The massive screenplay by James L. White, based on Mr. Hackford's original story outline, debunks myths, reveals unknown truths and illuminates the shadows of a troubled man's complex life and art, cementing his position as one of the great musicians of the 20th century while desanctifying the saint.

Born illegitimate as Ray Charles Robinson, blinded at age 7 after witnessing his baby brother's drowning, raised by a dirt-poor mother in a sharecropper's shack in Florida, on the road playing stride piano as a teenager, "managed" by a black woman who took his money and his sex, and ripped off by fellow musicians who knew he couldn't see the difference between a dollar bill and a ten spot, Ray was green as grass until 1952 in Harlem, when Ahmet Ertegun signed him at Atlantic Records and launched his career. At first he sounded like Nat Cole, but when he found his own style in a combination of rhythm-and-blues and gospel that became his trademark, the gold records started piling up.

There were obstacles: the rile of the black church communities that thought the beat he added to their traditional hymns was sacrilegious, the racism that threatened to close down his best venues, the scandal he caused when he refused to play segregated nightclubs. And then there were the years of heroin addiction, the women on the road that jeopardized his marriage, the desperate struggles in withdrawal and rehab, doubly harrowing for a blind man. His life was a mess. Mr. Hackford gets it all down with a riveting cinematic tempo, one highlight blending into the next, and Mr. Foxx is amazing in his diversity and appeal. Nobody would be foolish enough to mimic Ray Charles' unique style or what his fingers did to the 88's, so you get the actual Ray Charles recordings, but everything about the actor's performance is so inspired that you never even think you're watching an impersonation. He's got the big picket-fence smile, the gimpy shuffle, the gravel voice, and the head bobbing from right to left like a metronome. He doesn't play Ray Charles; he is the king of R&B, and you're not going to forget it. Ray is a rousing, pulsating tour de force.

By comparison, Kevin Spacey has taken an even bigger risk producing, directing, writing and starring in Beyond the Sea, the conflicted world of Copacabana glitz and Vegas corn that devoured finger-snapping "Cool Fool" Bobby Darin in the late 1950's and early 1960's. Nearly forgotten now, Darin was a teen idol in the days of Dick Clark's American Bandstand and spent his life suffering from recurring bouts of rheumatic fever and Frank Sinatra envy. Born Walden (Bobby) Cassoto, he took the name Darin from the last five electric letters in a broken sign over a Mandarin restaurant, graduated from silly sock-hop hits like "Dream Lover" and "Splish Splash" to crooning "Beyond the Sea" in a bright yellow suit on the set of a Universal movie with starlet Sandra Dee, who became his loyal and long-suffering wife. But as they say in the flicks, it was lonely at the top. He hated the loss of his hair and his belly-up movie career. And the cliché-riddled domestic frustration of life as the husband of a Hollywood star is so old it's hairy. (As he says to Sandra Dee in one of the film's more unintentionally hilarious scenes, "You should have married Rock Hudson.") By the time he discovers that his loud-mouthed sister Nina-who drives him crazy for years demanding the best ringside tables at the Coconut Grove-is really his mother, it's a blow from which he never recovers; neither does the film. He died of a heart attack at age 37, another unhappy showbiz casualty, today remembered primarily for his hip, jazzed-up recording of Kurt Weill's "Mack the Knife"-which Weill's widow, the legendary Lotte Lenya, detested almost as much as the Nazis of the Weimar Republic.

It's a familiar story of an unremarkable entertainer, and Beyond the Sea fails to find a fresh or engaging way to tell it all over again. Filming it in London doesn't help in the credibility department. The cast, which includes such British pros as Brenda Blethyn and Bob Hoskins, is loud and phony, and co-star Kate Bosworth alarmingly resembles Loni Anderson more than Sandra Dee. Staged like an episodic lounge act as Darin makes a movie of his life, the awkward songs and dances in all the wrong places look like the dinner show on a second-rate cruise ship. But here's the big surprise: What Beyond the Sea does do is reveal an unknown facet of the gifted Kevin Spacey's versatility that will force you to rub your eyes and ears with disbelief. He does all of the vocals himself-no synchronization to Bobby Darin records, although Mr. Spacey sounds exactly like Darin and sometimes even better. Many of Darin's original big-band arrangements were provided by his son Dodd, who was 12 when his father died, and by his former manager, Steve (Boom Boom) Blauner (played onscreen by John Goodman). In Toronto, Mr. Spacey announced plans for a forthcoming tour with the 72-piece orchestra on the soundtrack that really swings the Golden Oldies with digitally mastered thrills Bobby Darin never got at Capitol Records. If all else fails, Mr. Spacey can count on a whole new career in Atlantic City.