Filled with incidents that run the range from surreal to terrifying, Downfall is cinematic history of the highest order. Based on "you are there" source material-Joachim Fest's history of the Third Reich's last days and the memoirs of Traudl Junge, der Fuhrer's private secretary-director Oliver Hirschbiegel's film features a staggeringly creepy performance by Bruno Ganz, whose Hitler is both a raving psychotic and a beaten, melancholic man.

Downfall is framed by quotes from Frau Junge, who was the subject of the 2002 documentary Blind Spot: Hitler's Secretary. The film opens in 1942, when a rather avuncular Hitler hires Junge (Alexandra Maria Lara), then fast-forwards to April 1945, with the Russian Army closing in on Berlin and Hitler and his top aides-Goebbels, Himmler, Goering-hunkered down in the bunker as they attempt to wrest victory from certain defeat.

The film spans ten days, ending with the suicides of Hitler, Eva Braun (Juliane Köhler) and the Goebbels family, during which time Hirschbiegel shifts back and forth between the chaos and carnage above and the totally bizarre atmosphere below. If nothing else, Downfall is filled with numerous eerily mesmerizing moments: the six Goebbels children, who will soon be killed by their mother (Corinna Harfouch) because she cannot envision a life after the collapse of National Socialism, singing a children's song to "Uncle Hitler" as the youngest sits on his lap; Hitler screaming at his generals to open a second front against the Russian invaders, and refusing to believe that his armies have been shattered; Eva Braun confiding in Junge that Hitler's conversation has been reduced to comments about his dog and vegetarian meals; and various drunken orgies of the secretaries and SS men on duty in the bunker, all of whom are fully aware that the end is near.

The quotidian nature of this approach, far from being banal, only adds to the movie's power. Life goes on, with its champagne parties, dog walking and family meals, despite the destruction going on overhead. In the midst of all this, the great Swiss actor Ganz gives a masterful portrayal of a crazed, defeated man, all the more mesmerizing since it is so nuanced-if Ganz had pushed the acting envelope just a bit further, he would have spilled over into parody. Instead, his Hitler is fully human, and absolutely terrifying.

Filled with a top-notch cast of German film veterans (Köhler, for example, starred in the Oscar-winning Nowhere in Africa), Downfall features world-class performances up and down the line. (Harfouch is especially impressive as the icy Magda Goebbels.) Production values are top-notch, and Hirschbiegel's direction, although sometimes a bit too stolid, is generally fluid and unfussy. This two-and-a-half hour film is easy to sit through, if emotionally draining.

Ultimately, some may criticize Downfall for its humanistic look at Hitler and his inner circle. But they'll miss the point: In showing the human side of individual Nazis, the film also makes it clear how human nature was totally perverted by the psychosis of National Socialism. Nowhere is this more apparent than in a chilling scene where Hitler tells his favorite architect, Albert Speer (Heino Ferch), that the German people have betrayed him, proven unworthy of his glorious dreams, and that they deserve to not only lose, but to lose so catastrophically that technologically, they will wind up back in the Middle Ages. Speer can only stare open-mouthed at this tirade. Sixty years later, our reaction is the same.