A tale of royal excess, finding one's true calling and, ultimately, of redemption, "Restoration" is a lush 17th-century English period piece that is much less reverent than most - and it boasts some hilarious bits of business in its early reels.

It's also fair to say that "Restoration" is two movies for the price of one.The first half of the film is a raucous comedy (with R-rated sex and nudity) set against the backdrop of the court of King Charles II. And the second half is a melodrama, which takes place in the London slums while the bubonic plague rages against the poor and infirm.

The film begins as young doctor Robert Merivel (Robert Downey Jr., obviously having the time of his life), who is more interested in wine and women than in healing, is called to appear before the king (Sam Neill, in a witty, wry performance).

To his surprise, however, the good doctor's talent is desired to heal his majesty's favorite dog.

That surprise is nothing compared to what's coming, however.

Robert finds himself appointed court physician, which is just what the doctor would have ordered - wine and women are never in short supply around the king.

But it isn't long before Robert's lack of integrity reduces his station from respected court physician to ridiculed court fool. And that foolishness leads to the next plot twist, as the king orders him to marry the king's mistress (the luminous Polly Walker) - in name only, of course. He will be richly rewarded for doing so, with only one stipulation. Robert must not allow himself to fall in love with his wife.

OK, you can guess what's coming. Robert does fall for his wife, although she is still devoted to the king - and it results in the doctor being banished.

As the comedy of the first half gives way to a more serious tone for the second, Robert takes up with a religious hospital for the mentally ill and begins a relationship with an Irish patient (Meg Ryan). He brings her out of her depression, she helps him learn that life (and love) is more about giving than receiving. Soon enough, Robert learns that, as the cliche goes, he must lose himself to find himself.

Though the second part of the film is still interesting, it is much less lively than the first, which causes the pacing to lag, as the film's latter reels become less vivacious.

The performances are all quite good, including fine support from David Thewlis as Robert's best friend (and conscience), Ian McKellen as Robert's valet during part of the film, and there's also a hilarious cameo by Hugh Grant, as a foppish painter.

But it is the film's production values that are most stunning here, with huge sets, detailed furnishings, a lavish wardrobe and vast masses of people, all beautifully staged and photographed on what was, reportedly, a remarkably small budget for a production this huge (some $18.5 million, according to the industry trade papers).

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The film is directed by Michael Hoffman ("Restless Natives," "Promised Land," "Soapdish"), working from a script by Rupert Walters (who also wrote Hoffman's "Some Girls"), adapting Rose Tremain's novel.

Hoffman stages some impressive set-pieces, and he extracts fine performances from his cast. He also keeps Downey in check most of the way, and Ryan shows none of the mannered technique in which she some-times indulges.

The director is also smart enough to allow his supporting players to develop individual characters, and there is a feeling of texture that gives depth to the overall production.

"Restoration" is rated R for sex, nudity and some vulgar language.

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