You know HBO thinks it has something special when it preempts Game of Thrones to show it. And Behind the Candelabra is all that.

With an Oscar-kissed cast (Matt Damon and Michael Douglas) taking on a discordant theme (the plundering love life of Liberace), this is one of the strangest and strongest TV movies in memory.

Director Steven Soderbergh (Contagion) makes a decadent feast of the relationship between the gaudy pianist (Douglas) and his young hostage, um, protégé (Damon).

You should know going in that the film offers a very frank treatment of gay sex. Champagne-soaked make-out sessions in the hot tub are one thing, but listening to Scott Thorson pillow-marvel at Liberace's endurance is pushing the limits. (Let's just say it exceeds the point at which those E.D. commercials caution you to seek immediate medical help.)

The film begins in 1977 when the extravagantly ostentatious showman, born Wladziu Valentino Liberace (Lee to his friends), was in his late 50s and the awestruck wannabe veterinarian was 18.

The star smoothly seduces the young man, showering him with gifts and compliments. Thorson, the product of a severely dysfunctional upbringing, is too charmed to see that he's merely the freshest flesh in Liberace's use-'em and lose-'em ritual.

At home in Liberace's glamtastic Las Vegas villa, Thorson is his "blond Adonis." In public, he's relegated to a silent, subservient role as the performer's liveried chauffeur.

It's not a grueling job, driving a rhinestone Rolls-Royce 15 yards, from the wings to center stage, twice a night so Liberace can make his grand entrance.

The film is based on and takes its title from Thorson's tell-all, and so he is cast as the naive openhearted innocent in the saga.

But in startling fashion, Douglas makes this towering narcissist sympathetic, an almost lovable predator. It's a wonderful performance, from the smarmy stage mannerisms right down to the mincing adenoidal voice. (It exceeds even Andrew Robinson's exceptional portrayal 25 years ago in another TV movie, Liberace. And Robinson benefited from his facial resemblance to the entertainer.)

You never want Douglas' Liberace to stop gossiping, from revealing that he was deflowered by a Green Bay Packer (don't go there, Dave) to deploring the size of Oslo-born figure skater Sonja Henie's thighs.

Damon makes an impressive commitment to the less-rewarding role of Thorson, repeatedly flashing the thonged tanlines of a cabana boy on his bare tushy. He's less convincing in the later scenes when Thorson veers into coked-out frenzies.

Through the course of the film, as Thorson ages and coarsens, Liberace appears to get younger, as if he were siphoning off his lover's vitality.

Part of this can be attributed to cosmetic surgery, which Liberace insists on after seeing himself on TV with Johnny Carson. "I look like my father in drag," he shrieks. "I look like my father in Hush . . . Hush, Sweet Charlotte!"

"Will I be able to close my eyes?" he asks his cat-eyed plastic surgeon (Rob Lowe). "Not entirely," the doctor murmurs reassuringly.

Here's your second warning: The surgery scenes are far more graphic than the sex sequences.

Though unsparing, Behind the Candelabra is beautifully directed by Soderbergh and wonderfully written by Richard LaGravenese.

The hair, the costumes, the jewelry, the set dressing - even Liberace's tchotchkes - are all exquisite. It's like being trapped in the world's most lavish Turkish prison movie.

The music - from Chopin to the Brazilian samba "Tico, Tico" - is just as finely crafted, courtesy of the late Marvin Hamlisch (to whom the film is dedicated).

The supporting cast includes Scott Bakula, Dan Aykroyd, Tom Papa, Paul Reiser, Mike O'Malley, and as Liberace's old-world Polish mom, Debbie Reynolds.

Golden Girl Betty White said in a recent interview that Liberace often took her and other actresses out on the town as beards to shield his sexuality.

Behind the Candelabra would suggest that this through-the-looking-glass romantic and devout Catholic didn't bother to try all that hard at hiding his secret life. In fact, part of what makes the film fascinating is that Liberace seemed to revel in it.

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