Looking back on my childhood, one of the most vivid memories in the world of film or television that I have is watching the 30-minute animated film, "The Legend of Sleepy Hollow," based on the haunting Washington Irving story, around Halloween. I haven't seen it in many years, but it has been engraved into my mind for always. After many years of rumors and delays, the live-action version, "Sleepy Hollow," has finally arrived, and it is a visual masterpiece, dark and eerily beautiful in its cinematography and production design, and sumptuous in its costumes. But seriously, what did you expect coming from the genius mind of filmmaker Tim Burton, who excels in creating brilliant new worlds and feasts for the eyes?

What "Sleepy Hollow" isn't is an adaptation of the Irving story. Aside from the key plot point of a headless horseman who prowls the countryside of the farming community, Sleepy Hollow, circa 1799, the film is only very loosely related to its source material. The main character, Ichabod Crane (Johnny Depp), is the same, but he has been transformed from a gangly schoolteacher into a constable who investigates the murders that have been plaguing Sleep Hollow, each one of the victims' heads severed and missing.

The element that the film does evoke from the story, which I have read countless times, is its overall atmosphere and mystery, and the somehow disturbing nature of its premise. Burton could have easily gone the "safe" root and made a PG-13 movie where each of the beheadings are shown offscreen, but that would be cheating. He realizes that since the whole story revolves around a phantom who lops off people's heads, he at least owes it to his audience to show every swing, slash, and chop. As is, the MPAA has given the picture, which is in the true tradition of the classic, campy Hammer films, an R-rating, but despite the frequent blood, there isn't anything graphic about it, and a 13-year-old would unquestionably be able to handle the murder scenes.

Certain images will stay with me for some time to come: the indelible opening scene amidst a scarecrow-filled cornfield; the fog that subtly sweeps in around the candlelight as the Horseman approaches; the gloomy autumn forests; the lyrical, slightly askew flashbacks to Lady Crane; and Christopher Walken, frightening and perfectly cast as the Horseman before his own death, complete with razor-sharp teeth and demonic eyes. Kudos must go out to director of photography Emmanuel Zubezki and production designer Rick Heinrichs for their astounding work that deserves to be remembered at Oscar time. Burton alum Danny Elfman should also be mentioned for his lavish, stirring music score.

As much as it has potential, "Sleepy Hollow" is ultimately one of Burton's weakest films, not as emotionally satisfying as 1990's poetic "Edward Scissorhands," not as entertaining and memorable as 1988's "Beetlejuice," and nowhere near the classic that 1985's comedic tour de force "Pee Wee's Big Adventure" is. Putting into consideration that I've liked every major Burton film except 1989's original "Batman," this is not as much of a criticism as it is an observation. "Sleepy Hollow" is a fine horror film that would have fit better with Halloween than Thanksgiving, but is, nonetheless, a creative achievement.

Where the film might have been improved is in its screenplay, by Andrew Kevin Walker, which feels a little rushed and doesn't give most of the characters enough material to work with. In "Edward Scissorhands," for example, each role, right down to the smallest one, was distinct and impressionable. Here, they are painfully thin, and you never really get a sense of who they are--that is, except for the three main characters.

Johnny Depp, working with Burton for the third time (after "Edward Scissorhands" and 1994's "Ed Wood"), gives, coincidentally, his third performance that really stands out from the rest. Depp wisely chooses not to imitate the description of Ichabod described by Washington Irving, instead keeping him in spirit and creating his own individual personality.

Christina Ricci, who in the last two years has shed her child image to become a respectable adult actress, is angelic and suitably innocent as Katrina Van Tassel, the exact antithesis of her slutty, meanspirited character of Deedee in 1998's "The Opposite of Sex." Previously appearing in the Burtonesque "The Addams Family," Ricci, like Depp and Winona Ryder, is an ideal casting choice for a Burton film.

Finally, Miranda Richardson, as Lady Van Tassel, Katrina's stepmother, is spellbinding once her part comes to the forefront in the climax. When a key twist occurs near the end, the film stood on that fine line that could have easily wavered into the deep end of corniness, but it avoids this unfortunate fate and remains nothing less than thrilling.

"Sleepy Hollow" is a horror-fantasy that all involved should be wholeheartedly proud to be a part of. In today's times, new visions and landscapes are difficult to come by, but every few years, Tim Burton comes through and proves there are sights that have never been seen before on such a breathtaking level. "Sleepy Hollow," like 1992's "Bram Stoker's Dracula," is an invigorating, sophisticated horror film that confirms you don't need a group of dimwitted teens being stalked and slashed to be successful.