Writer-director Zack Snyder set out to faithfully adapt Frank Miller's graphic novel 300 and his slavish devotion to the source material pays off with a visually stunning, innovative epic unlike anything we've seen. Aesthetically speaking, 300 is a remarkable piece of art.

Snyder's striking use of color helps to emphasize and enhance the mood of each scene, and the CGI work is fluid and flawless. With surprisingly fleshed out characters and a plot that's both simple and deep, 300 blends bloody violence, sensuality, brutality, and moments of true beauty into an intoxicatingly unconventional film experience.

300 is a fantasy tale based on the Battle of Thermophylae in which 300 Spartans led by the fierce King Leonidas (a snarling and sexy Gerard Butler) made a heroic stand against the overwhelming Persian army commanded by Xerxes (Rodrigo Santoro, unrecognizable as the larger-than-life, pierced and golden androgynous creature). Leonidas' refusal to bow down to Xerxes sets the events in motion, with the Spartan 300 ready to willingly giving up their lives in order to keep Sparta free from the clutches of Xerxes and his invading horde.

Strategic placement allows Leonidas and his men the opportunity to efficiently dispense with thousands of hapless Persians without suffering many losses of their own. Even an elephant and a rhino are no match for the well-oiled machine that is the Spartan army. In a particularly stunning move, the Spartans use dead Persians to shore up a wall, effectively creating a barrier to hide behind and psyching out the enemy at the same time. All the while the men know there’s not a chance in hell they’ll come out of the battle alive. But as Leonidas explains when they meet up with soldiers who want to join the cause, his men are soldiers through and through and know no other life than one of defending their Sparta.

While the film fills the majority of its running time with nearly naked men with 6-pack abs and testosterone to spare discussing battles or actually engaged in them, Snyder wisely chose to devote a fair amount of time explaining the Spartan culture and focusing on Spartan's Queen Gorgo (Lena Headey). The relationship between the King and Queen is expanded upon from the graphic novel, with Queen Gorgo portrayed as a strong leader on the same level as her husband.

There's plenty of blood and body parts being chopped off and some of the best choreographed fight scenes on film, but it's all stylized. Snyder's use of stop-motion to capture specific moments during battle helps the film achieve a painting come to life tone. Yet for all the dismemberments and killings, there are a few passionate moments between Leonidas and Gorgo tossed in to balance it out (not to mention a smoking hot sex scene). In other words, there's a little something for action film freaks as well as those more into drama and romance. And let's be totally honest here. Just the sight of Butler and the talented cast of actors who make up the Spartan army (including Michael Fassbender, David Wenham, Tom Wisdom, Vincent Regan) running around in 'codpieces' is reason enough for most women to want to check out the film.

As brought to life by Butler, Leonidas is a passionate man loved by his soldiers and devoted to his Queen and Sparta. Butler makes Leonidas into a fully fleshed out character and not just a fighting machine. Headey's equally terrific as the tough Queen Gorgo. In fact Snyder’s entire cast does an admirable job of bringing ancient history alive onscreen.

Taking his cue directly from the pages of Miller's graphic novel, Snyder has created a movie that works on many different levels. Mesmerizing and breathtaking, 300 is something you have to experience for yourself.