Three distinct dialects emerge over the course of the film, McAlpine says. The beginning of the movie "... is a really down, hard style which establishes that all is not well in Verona Beach. Then we move into the love sequences, during which Romeo and Juliet become involved, married and bedded; for these we used a very lyrical language which provided contrast with the dialect of the previous scene. The language at the end of the film is similar to this love language, but with a strong edge, introduced as much with lighting as with camera movement."

McAlpine and his crew employed an array of different cinematic techniques, including several swooping camera remote shots that bring the audience almost face-to-face with the star-crossed lovers; underwater photography that sent McAlpine and his crew into a pool with their special waterproof cameras; Steadicam shots to follow an impassioned Romeo down a spiral staircase through the narrow, cloistered corridors of Father Laurence's church; an overhead crane shot that took McAlpine and Luhrmann 120 feet above this same church, and several hand-held tours, shot by McAlpine himself.

Because WILLIAM SHAKESPEARE'S ROMEO & JULIET is a dialogue-driven movie, McAlpine notes that it was helpful to keep the frame moving to give the feeling that this, indeed, is a moving picture, not a stage production. He also opted to shoot the movie in a broad, anamorphic format for this very reason.

"In a movie with so much dialogue, anamorphic allows enough space on the screen to encompass two people talking to each other, while providing room for background detail," McAlpine explains. "I tend to favor it because once you've seen that wide, anamorphic screen, you've definitely established that it's a motion picture."

While WILLIAM SHAKESPEARE'S ROMEO & JULIET is, of course, a motion picture, Luhrmann notes that his intention is to be true to Shakespeare's play, and that some of our current notions about "Romeo and Juliet" are based on later interpretations of the piece.

"Everything that's in the movie is in the play. Violence, murder, lust, love, poison, drugs that mimic death; it's all there. It's just that we have come to associate productions of Romeo and Juliet' with a certain style of speaking, certain types of costumes. In fact, those costumes tend to be 19th century Victorian interpretations of Shakespeare, or even Renaissance versions. When Shakespeare staged his productions, the actors wore their street clothes or costumes donated from the previous season."

Throughout its history the play has endured a succession of "improvements." A popular production that debuted in 1748 and ran until the end of the century omitted several scenes and streamlined the play, to the point where Mercutio no longer died "a grave man" and Romeo's ardor for his first fancy, Rosaline, was simply cut.

When Shakespeare's theater company performed the play, a male actor, by necessity, played Juliet (generally, it is considered to have been Master Robert Goffe, who acted most of the leading female roles). But in 1845, an American actress, Charlotte Cushman, played Romeo to her sister Susan's Juliet. While Luhrmann's fantastical setting may seem unconventional, his use of icons and imagery not only supports and honors the language of the play, it also parallels certain structural departures Shakespeare began to investigate in writing "Romeo and Juliet." In his introduction to the play, G. Blakemore Evans writes: "Stylistically, Romeo and Juliet' comes at a point in Shakespeare's development when he is beginning to break away from conventional and rhetorically bound use of language and figure, of images used for their own sake ... and is discovering ... a dramatic language which, though it continues to use the figure, uses them directly and integrally, so that language and imagery not only describe the character but, through organic metaphor, become the expression of the character itself."

WILLIAM SHAKESPEARE'S ROMEO & JULIET was shot on locations in and around Mexico City, from Churubusco Studios to the barren badlands of Texcoco; from a "glorieta" in the middle of a fashionable shopping district to the exterior of the city's famed Chapultepec Castle. The production ended its Mexican sojourn on the beaches of Veracruz. All these locations collectively became Verona Beach.

Mexico City's jolting contrasts offered a wealth of inspiration as well as actual locations. It is home to ancient ruins, baroque, mythic winged statues, famous murals, breathtaking collections of art and assorted shrines. Mexico City also harbors garishly-hued, modern high-rise buildings, sidewalk vendors hawking folk-art, key-chains and tortillas, the endless traffic jams, punctuated by green Volkswagen Beetle taxis, fire-eating clowns performing in intersections, ruthless gangs of banditos that stalk the city under the cover of night and the ubiquitous rifle-bearing security guards, chic restaurants and designer clothing stores.

One location, the Immaculate Heart of Mary Church, which became the St. Peter's Church of the play, rivaled any set. It is a giant, "modern-gothic" facade, topped by an immense statue of Mary. Its interior featured a golden altar, above which soared a huge, pastel-colored figure of the Madonna and Child, framed by two attending angels. Adjacent to her were brightly colored panels depicting the story of Christ; high above her head, painted into the wall was the pink Immaculate Heart itself, encircled by thorns. This impressive church became the setting for Romeo and Juliet's secret wedding and served as the site of their deaths.

For the latter scene, Catherine Martin's team set a casket swathed in silken cream-colored fabric on the altar. They surrounded it with 2000 flickering candles, a host of Juliet's porcelain saints and angels and the gilded glow of ornate candelabras. Hundreds of white flowers filled the church with the scent of freesia and gladiolas. White floral crosses with brightly-colored plastic centers, bordered by a thin halo of blue neon, lined the aisle. The camera dollied down the slick marble floor, following Romeo walking slowly towards the sleeping Juliet and his death. Next, the electrics threw a spotlight on the Virgin and another pulsating pink beam on the Immaculate Heart for a tricky topographical shot that revealed the majestic gleam of candles, saints and two slain lovers entwined on their deathbed.

Weirdness followed the company to the coastal village of Veracruz, which was plagued by huge El Norte winds and killer bees, among other things. Filming proceeded despite such biblical set-backs, for this was the venue for such pivotal moments as the famed Queen Mab speech as well as the death of Mercutio. Catherine Martin's team had erected the seedy, vulgar, colorful community of Verona Beach on the shores of the Gulf of Mexico. Palapa-style bars, restaurants, souvenir and sex-shops dotted the beach, with names like "Rosencranzky's" or "The Merchant of Verona Beach." Even the Globe Theater made an appearance, as an old movie house.

Other nods to the Bard throughout the film included the Shylock Bank, ads for Prospero Whiskey, Out, Out Damn Spot cleaners and Butt Shaft bullets, the latter referring to Cupid's arrow. Martin and Luhrmann also devised an innovative interpretation of the sycamore grove, where a lovesick Romeo broods and pines. In WILLIAM SHAKESPEARE'S ROMEO & JULIET it is transformed into the decrepit facade of an old theater, its grand proscenium and columns the victims of time, wind and sun. It featured a broad stage, topped by a massive arch that revealed the entire seaside set.

The film's rich and exciting musical soundtrack was supervised by music producer Nellee Hooper. Even during filming, music punctuated the production. Quindon Tarver, an astonishing young gospel vocalist, offered a mesmerizing cover of Prince's "When Doves Cry"; Paul Sorvino regaled the cast and crew with his operatic talents and singer Des'ree wrote and performed two ballads for the film.

Even some of Shakespeare's poetry took on musical notes. The latter was not entirely surprising, since, as Claire Danes discovered, "... there is a sing-song quality to iambic pentameter." Although music is obviously an integral part of movies, it was also a vital influence during Shakespeare's lifetime, as Burgess points out in Shakespeare: "People sang readily ... you bought ballads in the streets, and there was a large public repertoire of popular songs. The gap between music as pastime and music as uplift ... did not exist." Burgess goes on to note that folks from all classes participated in this musical dialogue, the lower rungs responsible for such memorable tunes as "John Come Kiss Me Now," while the upper echelon "assumed that an ability to bear a part in a madrigal was one of the unremarkable marks of a lady or gentleman."

As mentioned, Shakespeare realized he had to entertain both segments of society. It is this remarkable achievement that drew Luhrmann and Pearce to his work.

"He is just such an extraordinary storyteller," says Luhrmann. "What I really loved it is that he had this dilemma, in terms of audience. He had to knock dead the people selling pigs, the prostitutes and the nobles because they were all in the same theater. They had to have a different experience of the material but enjoy it equally. "That's what is so phenomenal about it -- everyone can experience his work, albeit in different ways. That's an incredible accomplishment. Everyone, from a child to an adult can have a very rich experience from it and I think that's why it's still performed and why it's worth doing. He had an amazing genius for capturing who we are and revealing it to us. My job is just to re-reveal it."

"Baz and I are just huge Shakespeare fans," Pearce says. "We've studied his plays and the language. We wanted to make it accessible, to invite other people to love his plays the way we do. At the same time, we didn't want to be too reverential. Shakespeare was a big appropriator of material, and he certainly wasn't rarefied or reverential in his approach. We wanted to be respectful, though, and there's a difference. If you're respectful, you're looking for the core and, hopefully, the true meaning. If you're reverential, you're just obsequious."