What family doesn't have its ups and downs?

Growing up, it was my curse to discover that, while my peers were adorning their walls with posters of Heather Thomas and Christina Applegate, all of my unreachable crushes were with women who had died or passed their prime before I was ever born. Janis Joplin died the same month I was conceived. Billie Holliday died years before I'd ever heard of her. And, most tragically of all, Eleanor of Acquitaine lived her life, married two kings, gave birth to three others, and shuffled off this mortal coil nearly eight hundred years before I was born.

To anyone who has seen The Lion in Winter, Eleanor of Acquitaine may seem a very odd choice for an adolescent fascination. Portrayed by Katharine Hepburn (already in her early sixties) as a scheming, manipulative spiritual ancestor of Niccolo Machiavelli, she cuts a truly terrifying figure as a woman who would push her second husband to go to war with her first, then leave the Catholic church. Later, she would pit son against son and son against father in her own attempts to grab and hold power. In some ways, it's got to sound like a young, teenaged boy whose room is plastered with images of Margaret Thatcher. So, ultimately, this review may say more about me than it does about the movie.

The Lion in Winter could have been so many things if done just a little bit improperly. It could have been Who's Afraid of Virginia Woolf, The Early Years and still been quite entertaining. The bantering and sniping that goes on among all the main characters is some of the cleverest and most savage ever committed to celluloid. And, with all the marriage, divorce, betrayal, scheming and plotting, it could have turned into Beverly Hills, 902 AD. Instead, it is an entirely fictitious telling of a moment in history that captures the spirit of it better than any dry retelling of events ever could.

Eleanor of Acquitaine lived in a time when women were chattel. In a century or two, Henry VIII would find it easier to have his wives put to death than divorce them. Women held no power except that they could hold covertly, behind the scenes.

Hepburn and writer James Goldman brilliantly capture the essence of the historical Eleanor. Out of the relatively enlightened universities of Paris, Eleanor of Acquitaine simply refused to play by any rules that said that she would be any less than a man in her own place. She married King Louis of France, then ran away with Henry Plantagenet, then only a minor potentate and helped raise him to King of England. When Henry rode forth into the Crusades, strictly a boy-only activity, Eleanor rode at the head of the line with him, bare-breasted like an Amazon, exhorting the men into battle.

Now, that is a woman.

At the time of The Lion in Winter, Eleanor's wild days are behind her. She has born Henry three sons and, when Henry tried to put her aside for a younger woman, led a revolt against him. Having barely lost, she has been locked up in a tower by Henry for more than a decade.

Now, Eleanor and Henry are reaching the end of their lives and find that, in spite of their world-shaking achievements, their lives are unresolved. Each has chosen a son they would have replace Henry as king and neither is willing to give an inch in their fight to have their way. They are proud and defiant and, despite the fact that Eleanor has been locked up by Henry, she does not fight at a disadvantage. Her sons, who would like to pretend that they care not for either parent wheel madly between wanting approval and wanting more temporal goals.

Each of the main characters gives a world-class performance. Hepburn is at her finest. O'Toole, on the verge of alcohol-induced decrepitude, gives one last flair of brilliance. Anthony Hopkins, John Castle, Nigel Terry, Timothy Dalton, and Jane Merrow give performances that they will either never match or will not match for decades. Every line, every nuance, every bit of body language is on. I've seen this film a dozen times and every viewing leaves me stunned at the power and execution of it. Looking over on IMDB for spelling of names, I find a "memorable quotes" section, which makes me laugh. If you want a memorable quote in The Lion in Winter, fast forward to a random spot and listen.