"Gods and Monsters" is the epitome of a cinematic homage. A semi-fictional biography of the last weeks of "Frankenstein" director James Whale, it is clearly a labor of love from writer-director Bill Condon, who sees beyond the camp of Whale's most memorable works and into the soul of a man whose films often reflected at once his inner discord and his dark sense of humor.

Condon borrows freely and deftly from Whale's visual and narrative style as he envisions one conceivable scenario for events leading up to director's drowning suicide in his own swimming pool in 1957, many years after his career had bottomed out.

He taps "Frankenstein" and "Bride of Frankenstein" for obtusely ominous cinematography that seems suddenly ingenious. He lifts scenes from these and Whale's other movies (which also include "The Invisible Man" and the 1936 version of "Show Boat") for dream sequences and he draws a parallel between Frankenstein's monster and a hunky, uncultured yard man named Clay (Brendan Fraser), with whom Whale forms an uneasy, esoteric bond.

Played with an ironic, devious wit by the incomparable Ian McKellen, Whale was one of the earliest out-of-the-closet Hollywood gays, portrayed here as a properly dapper English gent who toys with the uncomfortable Clay while assuring the younger (and quite straight) man his interest in him is purely platonic.

Adapted from Christopher Bram's novel "Father of Frankenstein," this fictionalized James Whale clearly has some purpose other than companionship for perusing this handsome laborer, but he's elusive about it as he spends hours recounting for Clay stories of Hollywood in the 1930s and describing bitter flashbacks of unpleasant childhood and shell-shocked memories World War I that have haunted him uncontrollably since a recent stroke left him weak and preoccupied with death.

While lovingly and smartly directed, "Gods and Monsters" is also an actors' showcase. McKellen is even better here than in his frightening role as a unrepentant Nazi in last month's "Apt Pupil," portraying his character's physical frailty and intellectual joie de vivre with equal dedication. Fraser is compellingly unpolished as the engaging, square-jawed, blue collar Joe who whets Whales sexual appetite. Even better is Lynn Redgrave, unrecognizable as Whale's disapproving and over-protective maid who is the film's comic relief and not-so-coincidentally resembles a Whale movie monster with her craggy, sour and severe but sympathetic face.

Condon employs these kind of correlations generously. In telling Whale's story, he lifts from his subject's distinctive directorial tack in much the same way Tim Burton did in "Ed Wood," almost as if the movie were a Whale autobiography.

But while Whale comes across fully fleshed, Fraser's character is distractingly under-developed. He has a couple pre-fabricated scenes with an old girlfriend (Lolita Davidovich) that lead nowhere. His motives for sticking around Whale are unclear, especially after the old man pushes his luck a little on the sexual front. What Clay is getting out of their friendship isn't really addressed.

But while such small oversights prevent this picture from achieving the illustriousness within its grasp, "Gods and Monsters" is nonetheless a unique, shrewd and resourceful spotlight on a deserving legend of Hollywood history. A working knowledge of early cinematic horror is not a pre-requisite, but if you know Whale's work the movie is all the more enjoyable.