BROKEBACK MOUNTAIN — *** 1/2 — Heath Ledger, Jake Gyllenhaal, Michelle Williams; rated R (profanity, sex, violence, nudity, vulgarity).

If nothing else, "Brokeback Mountain" deserves credit for shattering all sorts of taboos. The film also defies several cinematic conventions — especially those seen in gay-themed films — as well as the expected contrivances and machinations of movie Westerns and romances.

And there's more to this surprisingly restrained and subtle drama than that.

"Brokeback Mountain" is not as button-pushing or exploitative as many might expect. (Though the film is still somewhat graphic in its depictions of gay sex.) For all the furor and hubbub — largely from those who haven't seen it — the film is not a pro-homosexual-rights statement. Instead, it's an unexpectedly moving drama with tragic elements.

This is also a star vehicle for Heath Ledger, who plays Ennis Del Mar. He's a young ranch hand who begins a lifelong relationship with a former rodeo competitor named Jack Twist (Jake Gyllenhaal).

The two men meet when they're hired to protect herds of sheep that are grazing in Wyoming mountains. It's a two-man operation, as each takes a turn as cook/camp tender and "bodyguard" to the livestock. It's also cold and lonely work, which is why the two men turn to each other for physical comfort. In the weeks that follow, that turns into something more.

Their feelings for each other linger long after they finish the job, as the two men head off to their respective lives. Ennis marries his long-time sweetheart, Alma (Michelle Williams), and sires two daughters. But he's elated when Jack turns up on his doorstep and is eager to resume their relationship. For obvious reasons, that reunion is short-lived and the two again go their separate ways.

Eventually, Jack marries wealthy rodeo rider Lureen Newsome (Anne Hathaway) and fathers a child of his own. However, he yearns for Ennis, who agrees to meet him occasionally for "fishing trips," though he is reluctant to make their relationship more permanent.

The script, courtesy of novelist Larry McMurtry and co-screenwriter Diana Ossana, is faithful to both the tone and language to the source material, Annie Proulx's award-winning short story.

Director Ang Lee takes his time developing the characters and situations, making the proceedings credible. And Rodrigo Prieto's photography captures the magnificent Wyoming settings by emphasizing natural beauty, as well as the feeling of remoteness and isolation.

This is career-best work from Ledger, who perfectly conveys Ennis' feelings of emotional confusion. Gyllenhaal is also very good, though his performance is hampered a little by unconvincing facial hair and a come-and-go accent.

The fine supporting cast includes Williams (Ledger's off-screen partner), Hathaway (eschewing her usual good-girl roles) and Linda Cardellini.

"Brokeback Mountain" is rated R for scattered use of strong sexual profanity and sexually suggestive terms, simulated sex and other sexual contact (both gay and straight), a couple of scenes of violence (including some fisticuffs and hate-crime violence), and some glimpses of male and female nudity. Running time: 134 minutes.

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E-mail: jeff@desnews.com