We first see eight-year-old Finnegan Bell (Jeremy James Kissner) -- the character derived from Dickens's Pip -- ankle deep in Gulf water, drawing fish in his sketch pad. Visually, the sequence has the sharp pull of something fiercely recollected, and when Finn's voice, much older now, comes on the soundtrack, we're fully prepared for his words: "I'm not going to tell the story the way it happened. I'm going to tell it the way I remember it."

This is a tip-off that, in this movie, anything goes. The visual and thematic leaps don't follow a normal storytelling logic; they certainly don't parallel Dickens's heavily layered and interlocked narratives. And yet Cuaron and Glazer are gambling that there is enough mortar in Dickens's voluminous material to connect their free-flung fancies.

The results don't hang together -- not as a variation on Dickens and not as a poetic fable, either. Finn's words at the beginning may be a tip-off to us that anything goes, but, in a way, they also function as a disclaimer: As long as Finn remembers the story in this way, we can't fault the film's waywardness and filigree.

But of course we can; even poetic fables have to have some ballast. And, beautiful as it is around the edges, Great Expectations is wispy at the core: It fails to provide us with a hero with a rich inner life to match the visual richness of the film's outer life. As little Finn grows into the young adult artist played by Ethan Hawke, we get less magic when we should be getting more. As a character, Hawke's bewildered Finn isn't even a satisfying poetic conceit. He's more like an addled stand-in.

Since Finn is in every scene of Great Expectations, this problem is enough to seriously hobble the movie. But Cuaron is such an amazing imagist that we can still enjoy the flourishes he provides. He is the artist that Finn is supposed to be, and he uses the screen as his freeform canvas. The world of this movie is seen through Finn's eyes, but, of course, the eyes really belong to Cuaron. And when he's flying high, you don't really care whether it makes sense that the insubstantial Finn is imagining such ravishing reveries. It's enough that Cuaron is.

The early sequences in Great Expectations capture some of the same heightened lyricism as Cuaron's A Little Princess, one of the most enraptured children's fables ever filmed. Little Finn is jolted in the water by a shackled runaway convict (Robert De Niro) who seems to rise right up out of the shallows at him. It's a worthy counterpart to the famous moment in David Lean's classic 1946 adaptation when little Pip is terrorized in the cemetery. De Niro's convict is a boy's-book nightmare: Mossy and pirate-like, yet fascinating for all that. It makes sense that, later on that night, Finn feeds him and helps him escape. What adventurous boy wouldn't want to set free such a scary scamp?

Finn lives in a working-class fishing village with his errant sister Maggie (Kim Dickens) and goodhearted "uncle" Joe (Chris Cooper). Like De Niro's convict, Joe is an idealized figure -- his goodness is total. When, on an errand, he takes the boy to a dilapidated Venetian Gothic mansion on Sarasota Bay, Finn enters into a storybook realm that is the movie's conceptual high point. Inside lives the batty Ms. Dinsmoor (Anne Bancroft) -- the counterpart to Dickens's Miss Havisham -- the richest woman in Florida and a recluse for 20 years since she was jilted at the altar.

Ms. Dinsmoor's niece Estella (played as an 11-year-old girl by Raquel Beaudene) becomes Finn's playmate -- sort of. Her aunt has raised her to be a princessy snoot who will grow up to break men's hearts, and Finn, awed and afraid of her, is her first victim. She whirls him around the decaying manse, with its gold-leaf ceiling and dead flowers heaped all about, and treats him to a soul kiss at the courtyard water fountain. That kiss seals Finn's fate: He is forever enthralled.

Both little Finn and Estella have a delicate, rapturous beauty; they too might have been fashioned from gold leaf. As long as Cuarón stays with these two, Great Expectations is marvelous. But Anne Bancroft gets away from him. It's an intriguing idea to reconstitute Miss Havisham as an aging showgirl who dresses 40 years younger than she looks -- Palm Beach is full of such women. But Bancroft -- who once upon a time, in movies such as The Miracle Worker and The Pumpkin Eater was a great actress -- has become such a ham bone that you can't even believe in her Ms. Dinsmoor as a roaring caricature. She's beyond camp, and not in an enjoyable way, either. You begin to dread Bancroft's appearances in this movie because her indulgences keep jarring the fragile poetic mood. She's a one-woman movie-wrecker.

After the film's childhood preamble, it jumps ahead and we find Finn as a teenager still in love with Estella, now played by Gwyneth Paltrow. He remains goodhearted and working-class; she's still a snoot who enjoys torturing him with her flirtations. You'd think that the intervening years would have led to something more interesting than this. Smitten, teased, rebuffed, Finn renounces his painting and lives the fisherman's life, but a mysterious benefactor -- presumably Ms. Dinsmoor -- arranges for him to relocate to New York and put on a one-man show.

There Finn reconnects with Estella. Virtuous and poor, he becomes the toast of the New York art world, but he's not happy with his newfound fame and riches. Dazed and bedraggled, still taunted by Estella -- who offers herself as a nude model for his show -- he's a bad advertisement for the good life.

Finn is such a mope head that it's difficult to care about his rite of passage. His paintings and drawings are genuinely good -- they are actually the work of Francesco Clemente -- and yet he gets no solace from his gifts because he has, in his words, "cut himself off from the past" and "reinvented" himself. We know what's coming: his renunciation of his big-city ways. We're meant to applaud his turning his back on his art -- an odd stance for the artists who made this film to take.

Great Expectations is almost touching in the way it dredges up vintage cliches about the humble poor versus the venal rich. But if you're going to play this game, you should at least play it big -- like, say, Titanic, which also features a poor gifted artist who pines for a society girl. (He paints her in the nude, too.) Great Expectations is halfheartedly socially conscious. Cuarón dutifully sets up a rich-vs.-poor morality play, but he's not the kind of artist who's good at carrying out social agendas. He's too generous for that. The sequences involving the New York art-gallery world ought to release his imagination -- after all, it's another phantasmagoria for him to explore. But because the film is rigged against that world, it comes across as dank and cryptlike. Didn't Cuaron or Glazer ever drop in on a Manhattan art opening? The bloodsuckers may be out in force, but at least they've got blood.

All sorts of opportunities for social observation in Great Expectations sail blithely by. Finn, for example, carries on like a prole sufferer on his way to hitting it big. If the film were sharper, it might point up the comedy in this situation: Finn has inadvertently created the perfect persona for art-world celebrity. But it's difficult to care about Finn; he's always being acted upon. Pip in Dickens's novel was rascally and ambitious, and his makeover into a London society "gentleman" was peopled with characters you couldn't get enough of. If the film's point is that the modern version of a society gentleman is a rebel artist, it's too satiric to resonate in the dank doldrums of this movie.

Paltrow's Estella may be the bad girl of the piece, but under the circumstances she's a real room brightener. Paltrow is well cast: There's a vibrant blankness in her liquid lankiness and fine-cut bones; she's so pretty she's Pop -- porcelain Pop. And Paltrow is a good enough actress to suggest the cruelty behind Estella's dazzle; she enjoys how her unreachability keeps Finn forever reaching out for her. There's an erotic charge to her taunts, and, in at least one sequence, the eroticism is played out. This is daring -- for one brief, shining moment it looks like Great Expectations is going to become a disturbing mixture of fable and carnal fantasia.

Cuaron is a special talent and, as botched as Great Expectations often is, it's the kind of failure that deserves an audience -- if only to experience Cuaron's way of seeing, which is at its best in the early parts of this film. He can draw you so far inside a child's eye that the screen shimmers with possibilities. Everything becomes animistic and radiant. Perhaps what drew Cuaron to Finn was his humility. This director must be a very humble man to be so totally in communion with a child's vision. See it for that communion.

Great Expectations.
Directed by Alfonso Cuaron. With Ethan Hawke, Gwyneth Paltrow, and Anne Bancroft.

Rated R.
111 minutes.