TWO OF the finest - and strangest - French actresses of our time play a pair of menial workers in Claude Chabrol's La Ceremonie (15), based on Ruth Rendell's novel A Judgement in Stone. As the rapport builds between Isabelle Huppert's volatile postal clerk and Sandrine Bonnaire's tight- lipped maid, Huppert confesses: "I'd really like to be an actress, wouldn't you?" With just about any American or British star, the line would seem bathetic or incredible. But these two astonishing actresses so completely shrug off their glamour - though not their luminous, compulsive watchability - that it rings true. They are humble people dreaming of histrionics. Like everything in Chabrol's perfectly poised film, the line hints at hidden depths while staying rooted in the everyday.

Such as, for instance, the first scene of the film, played out in the bleached white light of a winter's morning in Saint Malo, northern France, in which Mme Lelievre (Jacqueline Bisset), the elegant wife of a wealthy businessman, picks up Sophie (Bonnaire) from the station, and interviews her in a local restaurant about the job of looking after her house. The meeting is curt and joyless - as fraught as the strings resounding on the soundtrack. Sophie gets the job and makes a satisfactory, self-effacing start. If she is diffident, even defensive, it may be only that she is desperate for her employers not to know that she is illiterate. Or, then again, there may be a darker secret - one that bonds her with Huppert.

Huppert is already known to the family Bonnaire works for - and hated and distrusted by them. But Bonnaire forms an outlaw friendship with her. They collect discarded clothes for the local church, though even their charity hints at something sinister, disturbed. These weird soul sisters are linked by an odd closure of character; the world proceeds unnoticed by their tight, focused minds. They are not unhappy, just detached.

Isabelle Huppert, last Saturday night, won the French Cesar award for best actress. Fine though Huppert is, it should have gone to Bonnaire (also nominated). It is her pale, tense presence that carries the film, whose first section Huppert doesn't appear in. "I would have noticed if she were hideous," Bisset tells her family when she first employs Bonnaire. And it is true there is nothing outwardly alarming about Bonnaire: just a hint of pique in her quietness, maybe, a flutter of neurosis in her efficiency. Her short, trim figure and her trousers make her seem girlish. The only real worry is in the flustered way she clears a tray of glasses, betraying more madness than method.

Huppert's clerk is a much more obviously troubling character: sullen, abusive, atrabilious. Both Bonnaire and Huppert have always had a coldness in their acting, equally well suited to playing the transcendent and the transgressive. Here their peculiar brands of off-centre beauty - Bonnaire all gaunt intensity; Huppert wispy distraction - meet and meld. In one of the most memorable scenes, they watch television, arms around each other's shoulders, joined into one brooding beast.

Some may view the movie as an attack on the bourgeoisie, as represented by the family Bonnaire works for. But Chabrol, though he has described the film as the "last Marxist movie", retains some balance. True, the Lelievres are rich and live in luxury. At the climax, the family watch Don Giovanni on television, wearing evening dress. However, even here, it is hard to gauge from their high-flown dialogue ("It's very homogenous: nobody stands out," Mme L says of the performance), whether we are supposed to see them as pretentious or cultured. Certainly, they are considerate employers, even if Jacqueline Bisset's superb mistress of the house is too chic-ly busy to notice much that goes on around her. If the movie has a message, it's that the fault lies not in masters or serfs, but in the society that fosters such divisions. The rich's succour only exacerbates the wounds of the poor. Then again, you may think the movie illustrates the problem of getting good staff these days.

For Chabrol, this is a return to the form of his heyday, of films such as Le Boucher (1970). His imagery is subtly unsettling, as when he shoots Bonnaire getting out of a car from around the other side of it. As so often in his work, the feel is Hitchcockian. There is an indefinable but distinct sense of foreboding, and one unbearable suspense sequence. But there is not so much sadism as with Hitch. Chabrol withdraws the knife rather than turning it, allowing us to stop screaming and start thinking. It is probably best that you know as little about the plot as possible. But one word of advice: stay for the credits - this is a movie that stores surprises to the end.

Michael Hoffman's Restoration (15) is a handsome, intelligent version of Rose Tremain's novel, brimming with gilded images and elegant, paradoxical ideas. The movie opens on a painterly 1663 London. While tradesmen bustle beside the Thames, which appears as a more teeming version of the river Canaletto painted a century later, our young hero, medic Robert Merivel (Robert Downey Jr), gapes at the rush of scientific progress in the Royal College Hospital. His fearless friend John Pearce (David Thewlis), grips a man's heart through an excision in his breast. "Are you holding the organ, sir?" the man asks - not the last person in the film insensible to an approach to the heart. Merivel appears enthralled in his work, but soon his gift for healing leads him to the court of Charles II (Sam Neill) and the job of "paper groom" to the youngest royal mistress (Polly Walker), with orders not to fall in love with her. He lives orgiastically on a Suffolk estate, complete with sympathetic, shaggy-haired retainer (Ian McKellen). This is an age as gargantuan in its appetite for finery as for knowledge.

Soon, of course, Merivel does fall in love with his phony bride, and faces banishment from both the king's favour and his loaned estate. Here the film's fortunes dip, too. Merivel rediscovers himself through an affair with Katharine, an Irish inmate (improbably played by Meg Ryan) of a Quaker asylum where he seeks refuge. But where earlier scenes thronged with detail, these are sketchy - as if material had ended up on the cutting-room floor. The movie backs off from being the sprawling picaresque it needed to be and feels broken-backed. There is still much to be enjoyed: especially Sam Neill's monarch, a winningly seigneurial illustration of the corruption of absolute power, and Hugh Grant's suavely sardonic portrait painter.

Robert Downey Jr's central performance is a more mixed achievement. A tour de force of impersonation (the English accent is virtually flawless) and invention, it still fails - maybe thwarted by the writing - to convey the devastation of Merivel's reverses or the joy of his renewal. Merivel becomes a weak, lightweight figure, and the film drifts with him. That may be the reason for its failure at the US box office. The movie can be seen as an extended pun on the word "restoration", just as The Madness of King George played on "constitution". For all its messiness, Restoration is the better picture.

Last but by no means least, Emir Kustirica's Palme d'Or winner Underground (15), a sprawling, carnivalesque take on Yugoslavian history between 1941 and 1992. The movie is divided into three parts: the Second World War, the Cold War and the Balkan War. As we emerge from the second section, someone argues: "Communism was one big cellar." This is the controlling conceit of the movie. Wounded while fighting in the resistance, the Serbian black marketeer Blackie hides in a cellar with a motley crew of associates and family, while his brother Marko stays above ground. Over the years Marko feeds increasingly unreliable information to his subterranean former allies, while he rises in Tito's administration. With its stunning surreal images the film is giddily farcical yet also melancholic, set to a score of atavistic local music that seems both merry and mournful. Kustirica has been attacked for not condemning the Serbs in his final section. Such criticism comes across as intellectual waffle beside the cogency of Kustirica's universal statement, and the warmth, decency and energy of his movie - a brave attempt to make art out of horror, sense out of chaos.

Cinema details: Review, page 76.