Owls hoot, ravens caw and flap ominously past the moon over the thicket. The witty animations above the dark, curved walkway surmounting Rae Smith’s gothic black and silver set cross Lemony Snicket with the opening credits to “Bewitched.” But instead of constraining the text to fit a conceit, Smith and director Marianne Elliott’s daring fairy-tale vision of “All’s Well That Ends Well” actually releases this notoriously problematic play into deliciously vivid life.

“All’s Well” is seldom performed for the simple reason that, tonally, it’s all over the place. Like several of Shakespeare’s late plays, austerely beautiful moments of insight and forgiveness seem at war with overly boisterous characterization tethered to a meandering, contrivance-heavy plot.

Traditionally, directors have tended to play down the disparities and contradictions, focusing instead on individual moments and characters in the hope that audiences won’t see the woods for the trees. Elliott and Smith’s fairy-tale setting not only shows us literal trees, it also conjures a world in which anything can happen and miracles are de rigueur. In a more realistic world, the plot looks engineered. Here it makes total theatrical sense.

Everything revolves around Michelle Terry’s staunchly sincere Helena, “a poor physician’s daughter” secretly in love with Bertram (George Rainsford), the son of Countess Rossillion (Clare Higgins).

When Helena miraculously cures the dying King of France (Oliver Ford Davies), he promises her a husband of her choosing and, unsurprisingly, she picks Bertram. Horrified by the match, Bertram marries but immediately abandons her, leaving a letter announcing he will only accept her when she obtains the ring from his finger and presents herself pregnant with his child. Cue cross-European chase with disguised Helena attempting to make her dream come true.

Primly costumed in a tight-waisted, petticoated dress that recalls Tenniel’s original “Alice in Wonderland” illustration, Terry’s Helena is a model of growing defiance. Her clear-eyed observation of Bertram — “He is so above me” — is touching not least because of the inspired irony of Elliott’s casting.

As the male pivot of the play, actors playing Bertram tend to be cast for their romantic lead status. But if the character is too attractive, his shunning of Helena looks so vicious that her pursuit of him appears foolish and dramatically weak.

But Elliott smartly observes Shakespeare’s repeated description of him as a boy. Introduced alone at the top of the play using his sword like a light saber, Rainsford’s Bertram has the maturity to deliver the verse with real verve, but is outwardly the “dangerous and lascivious boy,” blonde, callow and careless enough to look as if he belongs in a boy band.

Casting throughout is strong. In keeping with the directorial tone that gives full rein to unusually wide-ranging emotions, Higgins makes the elderly, calm Countess into a forceful figure, using stentorian tones with blazing zeal, like a lioness protecting her cubs.

Aided and abetted by the spatial control and mood-defining colors of Peter Mumford’s lighting, Elliott consistently drives the action forward. By cunningly intertwining the separate sequences of Helena’s hoodwinking of Bertram with the fooling of Parolles (Conleth Hill), she not only points up thematic parallels, she also heats up the pace.

Even more impressively, this doesn’t come at the expense of pathos. The scene in which Bertram goes to bed with another woman is initially played for comedy, but Elliott then piles on the pain by having the couple shown in silhouette with both the audience and, disturbingly, Helena watching.

So confident is the production, that on several occasions Elliott even dares to bring it to a near halt. Adam Cork’s Ravel-like score shifts into suspenseful shimmer with a tinkling glockenspiel as a spot-lit Terry and the audience have sudden moments of slow-motion perspective, gazing in wonder at the surrounding mayhem.

Despite all this, the play’s unevenness means some of the court scenes remain windy and the level of inspiration erratic. But in their third Olivier theater collaboration, following a magisterial “Saint Joan” and smash-hit “War Horse,” Elliott and Smith prove that if they cannot quite spin straw into gold, they come extraordinarily close.

All’s Well That Ends Well

National Theater/Olivier, London; 1,167 seats; £30 $48 top

  • Production: A National Theater presentation of a play in two acts by William Shakespeare. Directed by Marianne Elliott.
  • Crew: Sets and costumes, Rae Smith; lighting, Peter Mumford; original music, Adam Cork; sound, Ian Dickinson; projections, Gemma Carrington, Jon Driscoll; production stage manager, David Marsland. Opened, reviewed May 28, 2009. Running time: 3 HOURS
  • Cast: Helena - Michelle Terry Bertram - George Rainsford Countess of Rossillion - Clare Higgins Parolles - Conleth Hill King of France - Oliver Ford Davies Lord Lafew - Michael Thomas Lavatch - Brendan O'Hea Rynaldo - Michael Mears First Lord Dumaine - Elliot Levey Second Lord Dumaine - Tony Jawardena Interpreter - Robert Hastie Widow - Janet Henfrey Diana - Hasina Haque Mariana - Sioned Jones With: Ben Allen, Cassie Atkinson, Rob Delaney, Alex Felton, Tom Padley, Oliver Wilson.