FINDING Neverland takes a fictional look at the creation of Peter Pan, the classic of children's literature that speaks directly to the child in all of us.

The film traverses both fantasy and everyday reality, melding the difficulties and heartbreak of adult life with the spellbinding allure and childlike innocence of the boy who never grows up.

It all begins as successful Scottish playwright J.M. Barrie (Johnny Depp) watches his latest play open to a ho-hum reaction among the polite society of Edwardian England. A literary genius of his times but bored by the same old themes, Barrie is clearly in need of some serious inspiration.

Unexpectedly, he finds it one day during his daily walk with his St. Bernard Porthos in London's Kensington Gardens. There, Barrie encounters the Llewelyn Davies family: four fatherless boys and their beautiful, recently widowed mother (Kate Winslet).

Despite the disapproval of the boys' steely grandmother Emma du Maurier (Julie Christie) and the resentment of his own wife (Radha Mitchell), Barrie befriends the family, engaging the boys in tricks, disguises, games and sheer mischief, creating play-worlds of castles and kings, cowboys and Indians, pirates and castaways. He transforms hillsides into galleon ships, sticks into mighty swords, kites into enchanted fairies and the Llewelyn Davies boys into The Lost Boys of Neverland.

From the sheer thrills and adventurousness of childhood will come Barrie's most daring and renowned masterwork, Peter Pan. At first, his theatrical company is sceptical.

While his loyal producer Charles Frohman (Dustin Hoffman) worries he'll lose his shirt on this children's fantasy, Barrie begins rehearsals only to shock his actors with such unprecedented requests as asking them to fly across the stage, talk to fairies made out of light and don dog and crocodile costumes.

Then, just as Barrie is ready to introduce the world to Peter Pan, a tragic twist of fate will make the writer and those he loves most understand just what it means to really believe.

"I saw the film as a story about the power of a man's creativity to take people to another world, and about the deep human need for illusions, dreams and beliefs that inspire us, even in the face of tragedy," says director Marc Forster.

"For me, it is about the transformative power of imagination - being able to transform yourself into something greater than you are, even if nobody believes in you."

Johnny Depp particularly enjoyed how the story of Finding Neverland was propelled by the undercurrent of unspoken love between his character and Kate Winslet's a love that never becomes a typical romance.

"The film never seems to go quite where you expect it go," he says. "It never turns into a sentimental love story of two people destined to be together or that sort of thing.

"Instead, it's a much more complicated and moving relationship between two people who need each other on a level that's really beyond explanation or words."

Most of all, though, Depp was drawn to the role by the magic of the Peter Pan story itself. "It's truly a work of genius," he says. "It's a masterpiece of imagination, and the result of the most remarkable inspiration.

"It's one of those rare perfect things in the world that will always be with us and this was a wonderful opportunity to explore where such a powerful story might have come from."

For Kate Winslet (pictured, inset), working with Johnny Depp really drove home the film's idea that anyone can tap into the spontaneity and adventure of being a child again. "

Johnny was so able to be a child on the set that it was sort of like working with five children for me! He made me and the boys constantly laugh with his cleverness, which is exactly what we needed to create the spirit of the story."

Winslet is no stranger to Peter Pan territory. She played Wendy in a theatre production when she was just 15 years old and has always been intrigued by the fantastical universe of Neverland. When she read the script for Finding Neverland, it was Sylvia du Maurier, the fiery bohemian mother of a brood of charming young boys in a time of great formality, who captured her fascination.

"The character of Sylvia is such an interesting person," she notes, "because she's a very modern mother in an era when the view of children was just starting to change.

"Most people still believed children should be seen and not heard, and children were typically kept away from the adult life in the household. Sylvia does things differently, and she reflects a change in how children were raised. She's very involved in her children's upbringing and she encourages them to be free spirits. I love the fact that she's such a nonconformist."

Winslet continues: "But Sylvia is also a recent widow, so there's a lot of buried grief and anger in her, and I think that's part of what makes James M. Barrie so intriguing to her. He's this larger-than-life character who couldn't be more different from most of the men she meets in her social circle.

"She's really magnetically drawn to this man, not because he seduces her, but because he welcomes her into his incredible fantasy world. I do believe at the end of the day, this is a love story, but it's about the love between Barrie and a whole family."