Hollywood has long been in love with Frank Miller's graphic novels, from RoboCop to Sin City. His 300 takes us back more than two thousand years to the Battle of Thermopylae in 480 B.C. In truth, this is more of a fantasy than a historical drama.

As the narrator begins the story, King Leonidas (Gerard Butler), like all the kings before him, has been bred and raised as a soldier, the best of the best to represent the military state of Sparta. He and his queen, Gorgo (Lena Headey) enjoy the beauty and the peace of their land with their son until the Persian king, Xerxes (Rodrigo Santoro) rages a war against Sparta and all of Greece.

Leonidas wants to lead his troops to fight off the invaders, but according to Spartan laws, he must obtain the blessing from the Ephors. Little does he know, politician Theron (Dominic West) has corrupted them. Not to be discouraged, Leonidas recruits 300 of his finest warriors - each have at least a son to replace them - on a suicide mission to hold off the Persian army while Gorgo tries to persuade the council to send a pan-Greek army to their aid.

Leonidas' 300 Spartans clearly are outnumbered by Xerxes' 100,000-strong army. But they find a way to fend off the Persians for as long as they can, by guarding the mountain pass of Thermopylae. Xerxes gives Leonidas ten days to surrender, or he threatens to slaughter the Spartans. The 300 Spartans are joined by about 700 Thespians and slave soldiers, and they fight bravely, killing thousands of Persian soldiers, and holding the pass for three days. Unfortunately, a local shepherd, Ephialtes (Tierman), betrays Leonidas by showing Xerxes an alternate path around Thermopylae. The Spartans fight till their last breaths and their sacrifices inspire the rest of Greece to band together to later defeat the Persians.

Gerard Butler (The Phantom of the Opera) has transformed himself physically and mentally to play the fearless King Leonidas. His presence dominates the film, and his characterization is larger than life. Yet he shows great tenderness toward his queen and son. Butler shows a good range without relying on a pedestrian portrayal of a warrior hero. As Queen Gorgo, Lena Headey (Imagine Me & You) is a worthy counterpart to Butler. They share wonderful chemistry, and it's gratifying to see a strong female character in a male-dominated story.

As Theron, Dominic West (The Forgotten) plays a through-and-through bad guy with gusto. Too bad his character is really one-dimensional. Vincent Regan (Troy) is admirable as the heroic Captain. David Wenham (The Lord of the Rings) seems a bit weak as fellow Spartan Dilios, but redeems himself as the story's narrator. Andrew Tierman (Murphy's Law) dons heavy prosthetics and makeup to play Ephialtes, and his performance is one of the more layered in the film. And Rodrigo Santoro (Love Actually) is almost unrecognizable as Xerxes, effusing a cold arrogance that is fit for a king. Also, they all earn kudos for working so hard to build those spectacular pecs and abs, and for being brave enough to show up in nothing more than red capes and leather briefs.