Reviewed at the 2011 New York Film Festival

"Shall I be her?" asks Marilyn Monroe, and you see how she changes--she tarts it up, putting her hand behind her head just so, moving in that distinctive way, playing up the persona of Marilyn that was, it seems, quite removed from the real person in there, the damaged girl named Norma Jean who wrestled her entire short life with crippling insecurities and terrible addictions. The dichotomy between the person and the image has been explored memorably before (most obviously in the cable movie Norma Jean and Marilyn), and that split is the key to Michelle Williams's brilliant performance in My Week with Marilyn.

And it is, make no mistake, a terrific piece of work--so very good, in fact, and surrounded by so many other fine performances that we're tempted to think the movie is as great as she is, just as Jamie Foxx's amazing work in Ray somehow convinced people that it was an Oscar-worthy picture. It wasn't, and neither is My Week with Marilyn; it has its moments, but the surplus of clichés and constructs is crippling.

Based on two memoirs by Colin Clark (played here by Eddie Redmayne), My Week with Marilyn details the tumultuous 1956 production of The Prince and the Showgirl, a light comedy co-starring Monroe and Sir Laurence Olivier (Kenneth Branagh), who also directed. Monroe, who had embraced Method acting and recently married Arthur Miller (Dougray Scott), brought both her new husband and her acting coach Paula Strasberg to the shoot in England, quickly driving her distinguished co-star/director batty with her chronic lateness, moody behavior, and reliance on Strasberg ("We don't need two fucking directors!" he bellows in frustration).

The story is told through the eyes of Colin, the young "third" (for third assistant director) who became her confidant, then defender, then (perhaps) lover after Miller fled the shoot. Screenwriter Adrian Hodges's insistence on telling the story from his point of view is one of the picture's primary problems--first in assigning him earnest introductory voice-overs that are unforgivably hoary ("I had everything to prove to my family... but more to myself," egads), then in making him conveniently present to overhear every dramatic moment, to a point that stretches credibility. We get that it's a first-person account, but that doesn't justify the picture's narrative handstands.

My Week with Marilyn works best as a dishy backstage comedy--the contrast of workmanlike Olivier trying (and failing) to get Monroe on his clock provides most of the film's best moments, particularly with Dame Judi Dench's Sybil Thorndike functioning as an unpredictable wild card (Dench disappears for a good chunk of the second act, to the film's detriment). It is less successful as a pastoral romance and/or serious character piece, both styles that it flip-flops between in the second hour; the endless scenes of characters warning Colin not to fall for Marilyn are maddeningly repetitious, and emotional beats are all but smothered by Conrad Pope's treacly score, which is too tragic by a mile.

Director Simon Curtis also has a serious pacing problem, causing the picture to feel much longer than its 100 minute running time. But he does pull some fine performances out of his large and impressive cast. Dench is delightful, while Emma Watson (as the "plain" girl in wardrobe who Colin first romances) couldn't be more charming, with her put-upon demeanor and melodious line readings; one wishes she had a bit more to do. Branagh's Olivier impression is quite good (expectedly), and he's not afraid of the darker, pettier ugliness of the role, matching that with Olivier's understandable frustration and working up a nicely rounded characterization, though even he can't sell the script's soul-baring, out of nowhere speech about why he wanted to work with Monroe. Redmayne isn't as actively obnoxious as he was in last year's The Yellow Handkerchief, but he doesn't bring much to his blank slate of a character (until the end, when he tries too hard).

Which brings us back to Michelle Williams. She dominates the film from its first scene, performing "Heat Wave" (Williams does her own singing, and well) in a manner that indicates that she's not going to be intimidated by the iconography--she's just going to become the character and get on with it. She does, and masterfully; she gets both Monroe's delicateness (her eyes are perpetually wet) and her sprung comic timing. You can't take your eyes off her, and when the movie hits the way a room changes when she walks into it, you believe it. She's so good, she almost convinces you that My Week with Marilyn is as good as she is. Almost.

Jason lives in New York. He holds an MA in Cultural Reporting and Criticism from NYU.