It's London, 1937. Mrs Laura Henderson, a woman of wealth and connections, has just buried her beloved husband. And now she's bored. At 69, she is far too energetic and vital to fade into gentle widowhood.

To the shock of her friends, she buys a theatre the Windmill Theatre in the heart of Soho.

She knows nothing about running it, so she hires a manager: enter Vivian Van Damm. A showbiz pro, he is shocked too by Mrs Henderson - she is outrageous, provocative and eccentric. And rather rude. Their love-hate relationship sparks fireworks and historic innovations in British theatre.

Van Damm's idea for Revuedeville, or non-stop entertainment, is a first, and the Windmill is packed until other theatres copy it. Then it's Laura's turn to devise another first put naked girls on stage!

Giving in to her persuasive powers, the Lord Chamberlain, the censor, grants them a licence, on the condition the naked girls don't move, thus imitating art. The Windmill's tableaux, or naked girls in themed settings, are a sensational hit, especially with the troops.

But as the bombing of London begins, the government threatens to close the theatre. Mrs Henderson's fighting spirit is revealed and so is the secret that drew her to buy the Windmill in the first place.

Director Stephen Frears was at first mystified by the story. "I could see that the idea of making a film about the Windmill and about the naked girls would be very funny, but all I kept saying to people was, is there a story? And then I was so amazed by the script. Films are so difficult to make. But when somebody gives you something as good as this you feel trapped. You simply have to make it."

Judi Dench had never heard of Laura Henderson, which only added to her interest. "I discovered this woman who was fierce, impossible, she had a wonderful love of life," she says.

"She could have sat back after her husband died but she bought a theatre, something she knew nothing about. She and Van Damm irritate the hell out of each other. She must have been impossible and nobody except Van Damm could have put up with her."

Dench was also intrigued by Laura Henderson's peculiar behaviour. "She was very stubborn, and got in the way a lot. She got dressed up as a man once and got in just to make sure everybody was being treated properly not just the girls but the audience too. That was fantastic. So I love all that. She needs to be around today."

In small ways, she identified with Mrs Henderson. "I know I'm absent-minded and sometimes quite eccentric now, I think, so I suppose I share a bit of that kind of eccentricity with her."

Will Young plays Bertie, the leading male performer and assistant producer at the Windmill. This is the first film role for Will, who came to fame through Pop Idol to become a singing sensation.

Will enjoyed the variety of roles Bertie has in the theatre. "One day I'm a Red Indian, then an archaeologist, next in a stupid bathing suit - it's hysterical."

At first, Bob Hoskins didn't even consider himself for the role of Van Damm. "I was busy being a producer. I suppose I just wanted to get this fantastic story made. But Norma (Heywood, fellow producer) kept saying things like, You've got to have a very, very good wig,' and it seemed to have been decided. But as soon as Judi was on board, that was it. I was sold."

Until filming began, Hoskins says he kept an open mind on how to play Van Damm. "When I got on the set I thought, I haven't the faintest idea what to do with this part or who to be. And then Stephen said, You've got no problems; all you've got to do is play me'. So I played this grumpy old sod who was a pain in the bum. It was the best script note I ever had."

Hoskins looked upon Van Damm as "an absolute gent" though with a likely fondness for a few of the young Windmill ladies. "If you talk to the original Windmill girls, they all loved Van Damm," says Hoskins.

"He was an absolute gent. I'll bet he slept with a few of them, but he did look after them. He was a bit of a rogue but innocent as well. And he was very nave. Anybody else wouldn't have been able to put up with Laura Henderson."

Bob Hoskins has very early and personal memories of Windmill and Soho during the time, after Mrs Henderson's death, that Van Damm still owned it. "My mum and dad took me to the Windmill when I was five, after the war. Families would go with their kids, and take picnics and just watch these shows. The tableaux were the most beautiful things I'd ever seen in my life. Then you had comics and acts in between them. It was innocent. Soho was a sort of village and the Windmill was right in the middle of it."