It's the near future, near as we can tell, and things are not going well in England -- or are, depending on whom you listen to: Lewis Prothero (Roger Allam), a British Rush Limbaugh who dominates the airwaves with endless pro-government screeds, or the legions of viewers who punctuate his statements not with "ditto" but "bollocks." (Hint: That's not a compliment.)

Why things are -- or are not -- going well is the stuff of V for Vendetta, the latest work from Wachowski brothers Andy and Larry, the dynamic duo who gave us all those Matrixes (or Matrices -- take your pick) and are now working on a remake of Logan's Run.

Like The Matrix, et al, Vendetta is slick, fast-moving, visually stunning, sharply photographed and crisply edited. Unlike Matrix, however, Vendetta's masked marauder, V (Hugo Weaving), is a decided throwback: part Zorro, part Phantom of the Opera, part Frankenstein, part Frankenstein's Monster and part Lone Ranger in search of a Tonto. And have I mentioned his favorite pastime is watching The Count of Monte Cristo (the Robert Donat version, not the Ritz Brothers')?

But V's frame of reference has less to do with 19th- and 20th-century fiction than with 17th-century fact. V's hero is Guy Fawkes, the enterprising Englishman who almost blew up the British Parliament building. In fact, Vendetta begins -- after a bit of historical background -- on Guy Fawkes Day, or rather, the eve of Guy Fawkes Day. V is on his way to blow up the Old Bailey in hopes of starting a revolution against what he considers an illegitimate, fascist regime when he runs into a young woman (Natalie Portman) in need of a bit of help.

Evey Hammond, it seems, was on her way to a late evening tryst with her boss (Stephen Fry) when she was stopped by a trio of government agents out to enforce the curfew -- and let it be noted their methods of enforcement leave much to be desired. V, a gentleman and no fan of the government, rushes to Evey's aid and quickly demonstrates his ability to take out groups of government agents with the large stash of throwing knives he keeps under his cape.

And thus does Vendetta become almost as much a romance as a revenge drama. And it works, in part because the Brothers Wachowski, who co-wrote the screenplay and produced the film, build V and Evey's relationship very carefully and give them plenty of screen time apart.

But credit also has to go to Portman, who demonstrates in no uncertain terms that she really can act. Freed from George Lucas' heavy-handed directing and even heavier dialogue, Portman creates on the screen a character we want to watch because she's downright interesting, not because she might be able tell us why Anakin Skywalker went over to the dark side.

Ultimately, it's the screenwriting that puts Vendetta over the top, though who contributed what is hard to say. The Wachowskis based their script on a graphic novel (or comic book, take your pick) by award-wining comics writer Alan Moore, who reportedly asked that his name be taken off the film.

Artistic differences aside, however, there's no arguing that Vendetta is an intricately plotted vehicle that turns up one surprise after another. Unlike most masked-avenger tales, V's story is not told by V. Most of it is revealed, a little at a time, by government investigator Eric Finch (Stephen Rea), whose investigation into the workings of a now-closed detention facility that was once home to the man who was to become V leads Finch to doubt his own government, and results in -- what else? -- a government investigation of Finch.

But the paranoia unleashed by multiple layers of mistrust pales before the character of V, a well-mannered, urbane creature who quotes Faust and Shakespeare -- thereby considerably improving the already well-written dialogue -- and can spout endlessly alliterated sentences built on the letter V, which, it turns out, is really the number 5.

But don't let that rattle you. There's enough going on in Vendetta to keep most film fans occupied for the rest of their lives, plus a call to revolution and, believe it or not, a homage to Benny Hill, complete with "Yakety Sax." Really, what more could you ask for? Except maybe a better ending.

Yes, unfortunately, Hollywood eventually rears its ugly head. And if I didn't know better, I'd say Portman's old boss had sneaked in to write her last lines. More's the pity. V has much to say. It's a shame its last words are its least memorable.