When you think about it, the premise of "Shakespeare in Love" is no more outrageous than the idea of casting Woody Allen as a worker insect in "Antz."

But this delightfully clever romantic comedy succeeds to a much greater degree than that computer-animated film. In fact, it makes a strong case that there's someone besides Kenneth Branagh who can actually "do" Shakespeare right. (That would be director John Madden and screenwriters Mark Norman and Tom Stoppard.)

And after the beating the Bard has taken lately (remember the awful MTV-generation version of "William Shakespeare's Romeo + Juliet"?), it's nice to see his most famous play done in a more "traditional" style — at least a somewhat Elizabethan manner.

Of course, in this subversively funny film, that means stage performances are held with all-male casts — even in the female roles — since women were not allowed to perform onstage in those days.

That's just one of many not-too-subtle points made by "Shakespeare in Love," which tells the fictitious story of how the then-young playwright was inspired to write "Romeo and Juliet" (as well as the followup, "Twelfth Night").

As the film opens, Will (Joseph Fiennes, of "Elizabeth") is having a hard time finishing his latest play, "Romeo and Ethel, the Pirate's Daughter." The lovelorn writer learns that his lover has been unfaithful, and he can't find the right "muse."

At the same time, Lady Viola (Gwyneth Paltrow), desperate to become an actor, disguises herself as a man to audition for his play. And when Will tries to track down the mysterious auditioner, he discovers the truth, and the two begin a very passionate affair.

But love doesn't run smoothly for the two, since Will is nearly penniless, and Viola, to aid her poverty-stricken father, is pledged to marry Lord Wessex (Colin Firth). It doesn't help that the haughty nobleman becomes violently jealous when he discovers he has a rival.

As mentioned, the movie takes quite a few jabs at Elizabethan mores. But it also skewers modern-day Hollywood with a series of anachronistic but hilarious gags.

(Co-scripter Stoppard brings some of the same anarchic atmosphere he loaned to his behind-the- scenes "Hamlet" parody "Rosencrantz and Guildenstern Are Dead.")

And though many of the scenes take place onstage, Madden plays things as low-key as possible, correctly putting the concentration on wordplay and performances. And the acting is excellent across the board, especially both Fiennes and Paltrow (who hasn't been this good for quite some time).

The film also benefits from a series of scene-stealing cameos and supporting performances, including Dame Judi Dench (as an imperious Queen Elizabeth), and Geoffrey Rush and Tom Wilkinson, who are hilarious.

"Shakespeare in Love" is rated R for a few simulated sex scenes, violent swordfighting, female nudity, use of vulgar English slang terms, scattered profanities and a brief scene of torture (strictly comedic).