IN "DE-LOVELY," Kevin Kline, playing an aged Cole Porter, is at the tail end of his days. It's 1964, and a man named Gabe (Jonathan Pryce) has invited him to an empty theater, where he intends to put on a play about Porter's life. Cole is about to experience the highlights of his life, particularly his relationship with his wife, Linda Porter (Ashley Judd), in a stage play.

His life, actually, is rendered as a movie. And as we watch a series of extended flashbacks, Cole's comments, directed at Gabe, punctuate those memories.

It would take a powerful movie to transcend this stagy conceit, but "De-Lovely" doesn't have the muster. Despite a subject of immense potential -- a woman's marriage to one of the great songwriters, whose sexual orientation forced him into a tortured double life -- the movie's surprisingly uninvolving. As the older Cole Porter, Kline just looks like an actor in old man's makeup, talking in a feebler voice. And Pryce suggests an off-kilter host simply there for screenwriter Jay Cocks's construct. The flashback scenes, which cover 40 years of Porter's life, never rise above the canned poignancy of a bio-film.

When Linda Lee, known as Paris's most beautiful divorcee, meets Cole in the City of Light, it's love at first one-liner. He delights her with his wickedly brilliant compositions, chutzpah and debonair charm.

"You have so much nerve, Mr. Porter," she coos admiringly as he invites her to a highly public dance in a restaurant before dinner patrons and, of course, smiling staff. She signs on for a dubious deal. Determined to help Cole bring his music to wider audience recognition but aware that his sexual taste is directed toward men, she agrees to marry him. It's a deal that seems doomed to fail, but she signs on for a lifetime.

Linda turns a blind eye to Cole's extracurricular pursuits as much as she can, focusing on supporting and appreciating her husband's career and music. He soon becomes revered on Broadway. After that, MGM head Louis B. Mayer (Peter Polycarpou) invites him to pen musicals for the studio. But inevitably, Cole's physical passions put a great strain on Linda. She leaves him. But after he sustains a debilitating injury in a horse-riding accident and his career momentum stalls, she decides to return to the original game plan.

The movie has a surface appeal, particularly in the good years before Kline and Judd have to wear aging makeup. The decor is nicely done. Everyone's dressed very Fred and Ginger. And Kline is debonair and striking. But as the drama moves to its minor key, and Cole's music and relationship with Linda take a fall, the movie sickens and passes away. Judd, who fares better as a younger woman, is hard to accept in her portrayal of the older Linda. She's got vigor and dedication, perhaps, but not the gravitas. The screenplay does her no favors either. There's no space for her to expand past the role of anguished, lip-biting supporter.

In the end, we have only Porter's fabulous music, interpreted in passing cameos by a number of artists, including Natalie Cole, Alanis Morissette, Elvis Costello and Sheryl Crow. Everyone will appreciate these versions differently, but it seems fair to say that some are better than others. The unfortunate irony is that the musicians put far more zest into the movie than Cocks, director Irwin Winkler and the dramatic performers ever do. We're left to appreciate Porter's wittiness and musical delicacy in abstraction while we gamely endure the movie's misfired attempts to evoke and honor the man. And when Natalie Cole sings the lyric "Every time we say goodbye, I die a little," she's giving unintentionally ironic commentary on what's happening to the movie.

DE-LOVELY (PG-13, 125 minutes) -- Contains sexual content. At Landmark's Bethesda Row and Loews Georgetown.

Kevin Kline and Ashley Judd are striking as young Cole and Linda Porter in "De-Lovely."