"REVENGE may be wicked, but it's perfectly natural!"

So says scheming Becky Sharp (Reese Witherspoon) to best friend Amelia Sedley (Romola Garai) in Vanity Fair, William Makepeace Thackeray's novel of shameless social climbing in the early 19th century.

Born to a starving English artist and a French chorus girl, Becky is orphaned and learns to rely on wits and feminine guile, sharpened at Miss Pinkerton's academy.

She secures employment as a governess in the home of eccentric Sir Pitt Crawley (Bob Hoskins), who soon falls under Becky's spell.

So too does Amelia's brother Joseph (Tony Maudsley), and Becky fans his ardour, hoping to improve her social standing by marrying the lovesick fool.

However, Becky's heartless plans fall foul of Amelia's fianc George Osborne (Jonathan Rhys Meyers), who shudders at the prospect of a governess for a sister-in-law.

So he poisons Joseph's ear, swiftly terminating the relationship.

Becky seeks powerful allies elsewhere and ingratiates herself with Sir Pitt's rich spinster sister Matilda (Eileen Atkins), who invites Becky to London, where the young woman secretly marries dashing heir Rawdon Crawley (James Purefoy).

When the truth emerges about their illicit union and Becky's plotting, Becky is ostracised from polite society, and by her nearest and dearest.

However, the resourceful and feisty heroine refuses to relinquish her dreams, finding a patron in the Marquis of Steyne (Gabriel Byrne), whose demands on his pretty charge ultimately prove her undoing.

Acclaimed Indian director Mira Nair (Mississippi Masala, Monsoon Wedding) infuses Thackeray's beautiful and witty tale with the heady colours and aromas of the Raj. It's a sumptuous spectacle.

Witherspoon devours the chance to portray one of literature's greatest female characters. Arguably, she smoothes too many of Becky's sharper edges but it's a still compelling performance.

Witherspoon is supported by a fine cast, including Atkins in imperious form as the domineering matriarch with a seemingly endless arsenal of biting one-liners.

Screenwriters Matthew Faulk, Mark Skeet and Julian Fellowes, the latter traversing similar territory to his Oscar-winning Gosford Park, revel in the richness of Thackeray's text.

"I had thought her a mere social climber. I see now she's a mountaineer," snipes Amelia's mother. Marvellous.

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Updated: 16:14 Thursday, January 13, 2005