Web posted on: Monday, May 17, 1999 5:36:33 PM EDT

By Reviewer Paul Clinton

(CNN) -- Franco Zeffirelli, 76, is mainly known in his native Italy as a theater and opera director. But his films have made a definite mark in the history of cinema. His exquisite 1968 adaptation of "Romeo And Juliet" and his operatic films "La Traviata" and "Otello" are considered by many to be classics.

His new work is much closer to home. "Tea With Mussolini" is based on an early chapter from his own memoirs and takes place when he was a child.

There are four very good reasons to see this film -- Dame Maggie Smith, Dame Judi Dench and Lady Joan Plowright -- that's two dames and a lady -- and Cher. And it doesn't hurt that the entire film was shot in a place of timeless beauty -- Florence and the Tuscan countryside.

Representing Zeffirelli in the film is the character of Luca Innocenti, an child born out of wedlock. Luca's mother is dead and he's been abandoned by his womanizing father. He's raised by a group of colorful English and American women in Fascist Italy during World War II. These women are played by Cher, Smith, Plowright, Dench and Lily Tomlin. Luca is played as a child by Charles Lucas and as a teen by Baird Wallace. Both boys make their film debuts with this movie.

The only things these eclectic women characters have in common are their passions for Italy and for Luca. Smith plays the imperious Lady Hester. Her late husband was the ambassador to Italy from the Court of St. James. And after having tea with Mussolini, she feels safe from the whims of the dictator known as Il Duce.

So it is that she and the rest of the women refuse to leave Florence despite the war -- and find themselves prisoners in the city they love. Of course, love conquers all and Mussolini is ultimately no match for these indomitable ladies.

Call it what you will -- a chick-flick or simply counter-programming to the "Star Wars" juggernaut -- "Tea With Mussolini" is beautifully crafted and acted.

The few drawbacks

The little old ladies can get annoying at times, Tomlin's character is totally unnecessary, and Zeffirelli's narcissism is a bit much. For instance, he makes himself a resistance fighter in the war, something he wasn't in real life.

Although Wallace does an excellent job of portraying Luca -- Zeffirelli's autobiographical role -- his is oddly the weakest character. Despite the fact that this film is supposed to be at least somewhat autobiographical (Zeffirelli co-wrote the screenplay with John Mortimer), we learn little about what Zeffirelli/Luca was thinking and feeling. Luca is left to react to these women in his life -- so we never know what's going on inside his heart and mind.

Cher gets to wear a bunch of wild costumes (how unusual) and Dench and Smith are both outstanding (as usual). David Watkin's cinematography ("Out Of Africa") is breathtaking. Of course, in all fairness, this film was made in Tuscany and there's nowhere there to point a camera without taking in dramatic vistas filled with exquisite light and color.

Still, while "Tea With Mussolini" may be lightly flawed, it's an enjoyable and romanticized look at a harsh time in history.

"Tea With Mussolini" opens nationwide on Friday, May 14th and is rated "PG" with a running time of 116 minutes.