Director Mira Nair has a go at William Makepeace Thackeray’s classic novel, and Reese Witherspoon turns out to be a decent choice for Becky Sharp, an impoverished artist’s daughter trying to reach London’s upper class in the early 19th century. Budget limitations keep this from being the sprawling epic it seeks to be, but Witherspoon is engaging as the crafty governess with a slick mind and beautiful voice. Bob Hoskins and Eileen Atkins deliver fun supporting performances, while Jonathan Rhys-Meyers and Rhys Ifans are relegated to cookie-cutter roles. James Purefoy is strong as Becky’s long-suffering husband, while Gabriel Byrne portrays an interesting mix of hero and villain as Becky’s sometime savior and ultimate cad. Nair tries to do too much in too little time, but she does achieve a semi-entertaining spectacle thanks to Witherspoon in top form.