Tags: Anna Paquin | Anthony Hopkins | David Paymer | Debbie Allen | Djimon Hounsou | Matthew McConaughhey | Morgan Freeman | Nigel Hawthorne | Pete Postlethwaite | Steven Spielberg

You know from the opening shot that you're seeing a very special film made by a master filmmaker.

It's the extreme close-up of two fingers in the dark and rain, slowly, painfully pulling the nail out of the chain that binds him. What follows is a rebellion aboard the slave ship Amistad and the subsequent trials in New England of the Africans who killed their kidnappers - a true story. Steven Spielberg's Amistad is actually two films, separate but unequal. When focusing on its African heroes, the movie proves powerful, lyrical, affecting and effective.

More frequently, however, the picture highlights its white American characters, and these sequences suggest a gaggle of goofy, over-acting kids playing dress-up in the attic with grandpa's silly old clothes. Hokey historical tableaux ultimately smother the undeniably brilliant elements with slack, portentous, and miscast melodrama, distorting essential aspects of the dramatic incident that inspired the project.

In 1839, 53 Africans escaped their chains on board a Spanish slave ship, killed most of the crew, and tried forcing the two survivors to sail them from the Caribbean back home. Eventually captured by the U.S. Navy, the rebellious slaves and their charismatic leader, Cinque, went through a series of complicated legal proceedings as their fate became a cause celebre for the anti-slavery movement. Former President John Quincy Adams ultimately pleaded their case for freedom before the Supreme Court.

In retelling this important tale, Spielberg's greatest asset is Djimon Hounsou, a native of the African nation Benin and a former male model, who brings leonine grace, muscular self-assurance and spectacular emotional range to the role of the legendary Cinque.

His monumental presence lends visceral force to all his scenes, particularly the harrowing, epic flashbacks of his "middle passage" on a trans-Atlantic slave ship.

Unfortunately, in the movie Cinque gets inept legal representation in his seemingly endless court battles: as the mutineers' principal attorney Roger Baldwin, Matthew McConaughey is a flat out disaster.

He looks ridiculous in his honeyed-curls and granny glasses, wavering among various odd accents, wildly mugging and gesticulating with no focus or purpose.

The always formidable Morgan Freeman is wasted in a pointless (and totally fictional) role as a black abolitionist. As John Quincy Adams, Anthony Hopkins growls a lot and frets interminably over his potted plants (heavy-handedly emphasizing African violets).

His big speech before the nation's highest court is not only utterly falsified but pathetically pedestrian; perhaps Spielberg knew it, and so left many of Hopkins' key lines largely unintelligible, while underscoring the whole snoozy, dishonest drone with supposedly "inspiring" music by John Williams.

Even the most trivial conversations occur here with heavy-breathing and exag-gerated intensity, as if Spielberg were deliberately sculpting for Mt. Rushmore rather than letting real people talk to one another.

This is particularly true for scenes involving President Martin Van Buren, inexplicably mischaracterized by Nigel Hawthorne as a clueless clown; hardly an appropriate image for the notoriously slick, scheming politician universally known in his era as "The Little Magician."

Complaints about such distortions may seem beside the point for a movie that represents an honorable, long overdue Hollywood attempt to deal seriously with the shame of slavery. But when a movie presents itself so self-consciously as a "history lesson," an "A for Effort" shouldn't be enough to excuse its factual shortcomings and dramatic disappointments.