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Photograph by Simon Mein Musical Troika: Dorothy Atkinson, Shirley Henderson and Cathy Sara perform Gilbert and Sullivan's 'Three Little Maids' in Mike Leigh's 'Topsy-Turvey.' Operetta Room Mike Leigh revels in Victorian pleasures in 'Topsy-Turvy' By Michelle Goldberg WHAT A SHOCK it is to see Mike Leigh, the poet laureate of British lower-middle-class desperation and psychological miniaturism, embark on such a flamboyant, epic historical pageant as Topsy-Turvy. The story of music theater legends Gilbert and Sullivan and the show that saved their partnership, Topsy-Turvy takes a panoramic view of the dramas swirling around the Victorian Savoy Theater. It boasts all the visual lushness of a traditional British historical drama, but Leigh is never content to treat his players as clothes hangers or period archetypes: they are flesh-and-blood creations as flawed, complex and conflicted as the characters in Secrets and Lies or Life Is Sweet. Leigh stays true to his Dickensian milieu, but he uses the details of the era to create portraits that are universal. In part, he does so by lingering--on a difficult costume fitting, a luncheon among bitchy actors and a host of rehearsal, dressing-room and stage scenes. Thus the film always feels organic, never like a series of historical tableaux. Occasionally, the lackadaisical pace, full of tangents and narrative cul-de-sacs, grows tiresome, but overall Topsy-Turvy is so gorgeous to look at, the characters so finely honed and the repartee so sparkling, that one doesn't mind all the detours. The movie begins with the premier of the underwhelming Princess Ida, a show that suggests that the partners' collaboration is growing stale. Composer Sullivan feels their rut most acutely. He longs to write serious opera. "I cannot waste any more time on these trivial soufflés," he announces with exasperation. He's the more sensual and urbane of the two, and Allan Corduner imbues him with warm, sophisticated intelligence and charm. The librettist Gilbert, conversely, is a brilliant but thoroughly bourgeois craftsman who is hilariously impervious to banality. Jim Broadbent's performance is one of the chief delights of the film. Although he pens such frothy confections as The Pirates of Penzance, Gilbert is a droll fatalist who refers to his mother as "the vicious woman who bore me into this ridiculous world." Wishing to escape his partnership with Gilbert, Sullivan flees to Paris in a long sequence that doesn't particularly serve the story but does give us a delicious scene in a Victorian French brothel. Such glimpses of the 1884 underworld are what lift Topsy-Turvy above the starched conventions of period films. While Leigh knows better than to try and graft a contemporary sensibility onto Victorian England, he's not afraid to explore vices and foibles that Gilbert and Sullivan would never have been permitted to talk about. Subplots involve single motherhood and drug abuse, and Leigh's characteristic frankness makes the period seem far less foreign. THE BULK of the movie turns on Gilbert and Sullivan's production of The Mikado, an operetta about feudal Japan that Gilbert pens after his wife drags him to an exhibition on Japanese village life. There's a wonderful, lingering shot of his face brightening in inspiration before the film leaps forward into the play's opening scenes, only backing up later to examine the long process that brought The Mikado to fruition. Gilbert's libretto rekindles Sullivan's enthusiasm for their collaboration, though the film stumbles by failing to explain why--after all, this English version of Japanese court intrigue is no less airy and implausible than their previous efforts. Nevertheless, the concentrated passion that the cast puts into the show's production is engrossing, especially Gilbert and Sullivan's bad-cop/good-cop relationship with their cast. In response to complaints from a member of his cast, Gilbert sniffs, "Your avocation as an actor compels you on occasion to endure the most ignominious indignities." At the same time, he's not a total tyrant; in one of the film's most satisfying scenes, he replaces a senior actor's solo after the cast protests on his behalf. We watch the producers create The Mikado from the ground up, and Leigh treats their cross-cultural fumbling with the gentlest humor. In one very amusing scene, Gilbert drags three bewildered Japanese women to rehearsal and forces his actresses to copy their shy mannerisms. There's no great payoff in Topsy-Turvy. At the end, Gilbert remains impossibly dour, saying wearily to his patient wife, "There's something inherently disappointing about success." Nor is Sullivan any closer to the highbrow integrity he craves. The joys of the movie aren't to be found in the romantic climaxes that Gilbert and Sullivan provided their audiences. Instead, they're in the small victories and resolutions that happen behind the curtains and away from the spotlights. Topsy-Turvy (R; 160 min.), directed and written by Mike Leigh, photographed by Dick Pope, opens Friday at Camera One in San Jose and The Palo Alto Square. [ San Jose | Metroactive Central | Archives ]