'Grimm' and bear it

Scurvy wolverines, ghouls, horses that gobble little children, wicked queens whose facial skin falls away like loose plaster - is there any doubt we are deep in Terry Gilliam country?

His new film, "The Brothers Grimm," is a breakneck fantasia about the real-life brothers, Will (Matt Damon) and Jake (Heath Ledger), who traveled the German countryside compiling their legendary book of fairy tales. The conceit here (entirely fictional) is that the brothers are con artists who slay phony demons to make a fast buck. Everything changes when they enter an actual monster-infested forest. Will and Jake begin as frauds and end up as heroes. They even wrest the countryside - a territory ruled by Napoleonic conquerors - from a human monster, a French governor played with appropriate vinegar by Jonathan Pryce.

Gilliam is a rip-roaring dream weaver and would seem to be the perfect candidate for a movie about the fabulists who gave us Red Riding Hood, Cinderella, and Hansel and Gretel. But sometimes directors, like actors, can be too tightly typecast. "The Brothers Grimm" is not without its bravura sequences, but Gilliam has given us movies, like "Brazil" and "The Fisher King," that are far more infused with the dreadful radiance of fairy tales. Perhaps this is because Gilliam at his best is an originator, not a duplicator. He's his own best Grimm.

He also seems to be serving two masters in his new film: himself and the Hollywood he has often been straitjacketed by. The strain shows. Scenes of ghastly wonderment, such as Monica Bellucci's crumbled queen disintegrating into glittery shards, alternate with pulpy "boo!" passages that would not seem out of place in the schlock horror "Van Helsing." The screenwriter, Ehren Krueger, is credited with everything from "Scream 2" and "The Ring" to the current "Skeleton Key.")

There is also the problem of casting: Damon and Ledger are called upon to be joshing and jovial, but levity is not in their best range (nor Gilliam's). They're stalwart goofballs - the worst kind. It should be a moment of high poetic intensity when they are confronted with the truly supernatural; instead they seem almost bored. Ho-hum, the witch is dead.

Clearly Gilliam doesn't have his heart in all this buddy-movie badinage, which seems like an imposition handed down from above - in this case Dimension Films, cofounded by the brothers Weinstein, with whom Gilliam fought throughout the production. (The picture was originally scheduled for release almost a year ago, during which time Gilliam has completed a new movie, "Tideland.") Whosever decision it was to make things flip and jokey, it doesn't work.

Damon and Ledger are 21st-century guys playacting in 19th-century dress. Instead of trying to draw us into a faraway world, the performers keep winking at us. In the case of Peter Stormare, who plays an Italian henchman, he doesn't just wink, he practically convulses.

It would be pointless, in this case, to argue that modern audiences don't take their historical dramas straight anymore. For young adults this may indeed be true, but then again, Gilliam himself has never played it straight with the historical past. He is, after all, the guy who codirected "Monty Python and the Holy Grail," which is about as screwy a history lesson as you can get.

But until now Gilliam has never condescended to his audience; he's always made us come to him on his own comic-visionary terms. Even in a misfire like "The Adventures of Baron Munchausen," Gilliam created a universe that was entirely self-contained within his own madcap mind.

In "The Brothers Grimm," we have the spectacle of an artist who is trying to simultaneously satisfy the undemanding mass audience and his own creative obsessions, and succeeding at neither.

Will and Jake may have rounded up the bad guys in the end, but Terry Gilliam's own demons are nowhere to be found. Grade: B

• Rated PG-13 for violence, frightening sequences, and brief suggestive material.