THE BROTHERS GRIMM — ** 1/2 — Matt Damon, Heath Ledger, Lena Headey; rated PG-13 (violence, vulgarity, mild profanity, torture, gore).

The fairy tales of the Brothers Grimm are often dark and gruesome — at times, in fact, their macabre nature makes you wonder if they were intended for kids after all.

Terry Gilliam's movie, loosely based on several of them, is much the same. It's darkly comic, sometimes gruesome and even a bit scary — almost more of a horror movie than a fantasy. The film probably should have received an R rating, just to ensure that unwitting, younger audiences don't wind up having nightmares afterward.

"Grimm" is also very much a Gilliam film. It's got its share of good and bad moments, and given the divisive nature of his movies (of the bunch, only 1991's "The Fisher King" seems to have a real consensus), this one is up to individual tastes.

In this cheeky period piece (set in late-18th-century Europe), the Grimm brothers — Will (Matt Damon) and Jake (Heath Ledger) — have been using local legends and myths to their advantage. With the aid of a few parlor tricks, they've convinced superstitious townsfolk that they've rid their communities of evil enchantments and other magical "threats."

However, French official Delatombe (Gilliam regular Jonathan Pryce) has gotten wise to their scheme, and he has sent his henchman, Cavaldi (Peter Stormare), to stop them. But once he does, rather than executing them, Cavaldi sends them to a remote village where children have been disappearing as part of a curse.

They're all assuming it's the work of another hoaxer, but their local guide Angelika (Lena Headey) assures them it's the work of the Mirror Queen (Monica Bellucci), an evil sorceress whose tower rises menacingly in the middle of the surrounding forest.

Apparently, neither Gilliam nor screenwriter Ehren Kruger (the "Ring" movies, "The Skeleton Key") could decide whether they wanted to make a funny movie or a scary one, and this film's tonal shifts are much too jarring.

And while it has a handful of solid laughs, just as many of the film's gags fall flat. Damon, though, manages to salvage a few of them with his likable comic presence.

On the supporting side, Ledger seems to be having fun as the more academic brother. And Stormare is clearly trying to replicate Roberto Benigni's wacky Italian routine — at least he's better at it than Benigni has been recently.

"The Brothers Grimm" is rated PG-13 for strong horror and fantasy violence (creature attacks, arrow fire, sword fighting and explosive mayhem), crude gags about bodily functions and suggestive humor, scattered use of mild profanity, a scene of torture and gore. Running time: 118 minutes.

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