Before tackling the title role in HBO's "Mildred Pierce," Kate Winslet plopped down and watched the 1945 film version -- for five minutes.

"I could feel almost immediately, watching Joan Crawford's brilliant performance, that what we were working on was something different," she said. "Not cleverer, not better, just different."

Winslet is being modest. Michael Curtiz's movie may have won Crawford an Oscar, but it also won the scorn of author James M. Cain, who despised the fact that Curtiz tacked on a murder mystery, turning his socially conscious character study into campy film noir.

The new and improved five-part miniseries, premiering Sunday night, doesn't need gunfire to pull you into a heartbreaking story about a middle-class woman in the Great Depression who slowly, painfully learns that her obsession with her daughter, an offspring as devilish as Rosemary's baby, is killing both of them.

"It's just crushing," said Winslet, who won an Academy Award of her own for "The Reader" in 2009 and has two children. "On many levels, she's got extremely normal, maternal responses to her child, but they do get very, very twisted and disturbing as the story goes along. It was utterly compelling because I can see how that can happen to any parent. I really can."

Winslet is believable from the get-go as an independent woman in the 1930s, a time when women's liberation took a back seat to getting food on the table.

All, Star Tribune
Kate Winslet in "Mildred Pierce"

She kicks out her cheating husband (Brian F. O'Byrne), slides into a sexually satisfying relationship with a playboy (Guy Pearce) and opens a successful chain of restaurants that specialize in comfort food.

But to her oldest daughter, Veda -- who's played by Morgan Turner in the first three installments, and then Evan Rachel Wood -- she's nothing but a flop. Veda's disdain for her middle-class status first pops up when she forces her mom's assistant to wear a maid's uniform and eventually climaxes in the ultimate betrayal, which she reveals while strutting around her bedroom buck naked. It may be the most powerful use of nudity ever seen on television.

"That character almost killed me," said Wood, best known for her creepy relationship on-screen with Larry David in "Whatever Works" and her creepy relationship off-screen with Marilyn Manson. "She's just warped at such an early age. It would have been so easy to play her as just this bratty daughter that everyone hates, but I think there's many levels to her. She's so complex and too smart for her own good and too manipulative. She sees things about her mother, her flaws and her weaknesses, and knows how to prey upon them."

Winslet felt equally challenged by her role.

"Film, schmilm," she said. "Television is so much harder."

Winslet and director Todd Haynes ("I'm Not There," "Far From Heaven") said they found the pace to be unrelenting, especially on a TV budget. That didn't stop Haynes from setting the bar high. He prepped by watching classic films of the 1970s -- "The Godfather," "Chinatown" -- and trying to capture their sophisticated look, while still zeroing in on real human nuances.

"The original film is a beautifully stylized piece of Hollywood. It's operatic," said Haynes, who didn't read Cain's novel until 2008. "But the book felt modern, contemporary and approachable, and that's one of the reasons I wanted to do it."

The miniseries has some flaws. I don't buy for a minute that a young woman with no voice training, even someone as determined as Veda, can transform herself into an opera star overnight. And recent Oscar winner Melissa Leo decides to play Pierce's best buddy as if she were channeling Edward G. Robinson. But I greatly admired Haynes' patient pace, perfectly matched with a lazy jazz soundtrack that lulls you into a soap opera that's genuinely heartbreaking. Mostly, I was impressed by how faithfully the production stuck to Cain's novel. Much like what the Coen brothers did with Charles Portis' "True Grit," it's a reminder to filmmakers everywhere that the more you mess with the classics, the more you court disaster.

As a final tip of the hat to Cain, the miniseries ends the same way the book does, with Pierce uttering that delicious last line: "Let's get stinko."

Good idea. Everyone involved in this stunning production has earned a few drinks.

njustin@startribune.com • 612-673-7431 • Follow Justin on Twitter: @nealjustin