"Independent films are those black-and-white hippie movies," Cartman notes in a 1998 episode of "South Park." "They're always about gay cowboys eating pudding."

Ang Lee's "Brokeback Mountain" will never be credited with introducing homosexual subtext to the Western genre, but the drama seems destined to eternally be known as "The Gay Cowboy Movie," because just calling it one of the year's best pure love stories would leave a lot of people confused.

Yeah, there's an awful lot of man-on-man lovin' in "Brokeback Mountain" and yeah, that's almost certain to leave some group of mainstream filmgoers a little uncomfortable. Their loss, I guess.

Adapted by Larry McMurtry from the novella by E. Annie Proulx, "Brokeback Mountain" tells the story of Jack Twist (Jake Gyllenhaal) and Ennis Del Mar (Heath Ledger), two young cowboys grasping for a piece of the Western dream starting in 1963. During an extended and isolated gig herding sheep in Wyoming, they form the kind of bond that they know society will never completely endorse. Over the course of decades, Jack and Ennis become "fishing buddies," as their connection becomes a periodic refuge from their normal lives, an escape from professional disappointments and from loveless marriages (Michelle Williams and Anne Hathaway play their wives). No, they don't eat pudding, but many cans of beans are consumed.

Despite all of the "gay cowboy" slurs, neither Jack nor Ennis is ever really a cowboy. Jack flirts with rodeo riding before selling farm machinery and Ennis never progresses far beyond being a ranch hand. There are ideals of the West -- the openness of the land, the easily articulated masculinity -- that are at odds with the modern world in which they exist. Being gay isn't what prevents them from succeeding. It's the only thing that helps them live with their other failures. The most provocative thing about "Brokeback Mountain" isn't the gay sex (though there's some of that), but the casual and entirely unexploitative treatment of the intimacy between these two men. Lee concentrates heavily on the sorts of solitary male bonding activities that Westerns have always shown, with varying degrees of homoeroticism. There's wrestling, naked cliff-diving, late night cuddling by the fire with harmonicas and all sorts of fun with lassoes. And then there's making out. McMurtry and Lee don't approach the material with a voyeuristic eye and they don't treat Gyllenhaal and Ledger as "brave" for doing a movie of this sort.

Gyllenhaal and Ledger are brave not because they risk conservative condemnation and stubble-burn to kiss a little, but because of the emotional extremes that the characters are pushed to.

Ledger is truly the film's star, even thought Ennis is as introverted and socially awkward a man as you'll ever meet. Ennis can't really speak or relate to either men or women and as much as desire leads him to Jack, he's equally drawn by the fact that with this other man, he can occasionally smile and joke and let down his guard, step away from the pressure of trying to be the solitary and silent Marlboro man. That Ledger gives Ennis a voice that sounds like the drawling amalgamation of countless Western heroes is intentional. He's trying to be John Wayne on the surface, even if the outside world and his own inner needs clash with that image. In one role after another this year, Ledger has campaigned to avoid movie star status and just be respected as an actor, but this is the first time his promise is fulfilled.

This is also the best work of Gyllenhaal's breakout year. If Ledger has the John Wayne role, Gyllenhaal is the Montgomery Clift or Ricky Nelson (depending on if you prefer "Red River" or "Rio Bravo"). Jack's emotions are much more accessible than Ennis' and he's the sexual instigator. It's a bigger and louder performance than Ledger's, because while only Ennis' eyes convey how the relationship is tearing him up, Jack is willing to come out and yell it.

The "Brokeback" women are every bit as good, particularly Williams, whose acting is as heartbreaking and invisible as any from an actress this year. The actress has two scenes as she comes to realize the nature of her husband's fishing trips that ought to help her obliterate all references to "Dawson's Creek" and which ought to earn her a ticket to the Academy Awards.

Unavoidably, the film's extended time frame causes problems, as the young actors are forced to measure out the years in facial hair, graying sideburns and feathered hair for the gals. Hathaway is the biggest victim of the aging process because it was ordained that the her character would become increasingly brittle and made-up as the years passed. She also doesn't have the same showcase moments as Williams.

"Brokeback Mountain" is a beautiful and painterly film, with Lee and cinematographer Rodrigo Prieto evoking the artistry of Remington, Hopper and any number of other American artists in nearly every frame. Sometimes the imagery is showy and audacious -- in one scene Ennis beats up a biker as fireworks erupt in the background -- but even on a subtle level, the positioning of the actors and the stunning landscapes is never haphazard. Editors Geraldine Peroni and Dylan Tichenor smoothly handle the passing of time and maintain a pace that's elegiac, but never lugubrious.

For some people, "Brokeback Mountain" will come across as Lee's apology for "Hulk," his last effort. It's independent, convention-breaking and unencumbered by big green special effects. As somebody who actually liked "Hulk," I think the films are of a piece, stories of forbidden love, repressed frustrations and complicated people coming to terms with their identities. Don't let that comparison or "South Park" associations deter you, though.

[Critic's Note: If you really want to mess with your enjoyment of both films, think of "Brokeback" and Peter Jackson's "King Kong" as companion pieces. Imagine Kong as the Heath Ledger character and think of Naomi Watts as Jake Gyllenhaal and imagine both movies as impossible love stories between passionate, lively and lonely social climbers and taciturn, emotionally unavailable beasts. It's fun.]