Based on Robert Penn Warren's Pulitzer-prize winning novel -- previously filmed in 1949 in a triple-Oscar-winning adaptation -- All the King's Men follows a small-town Louisiana man from the dirt roads of post-war poverty to the Governor's statehouse. Based on the rise and fall of the real Huey P. Long, All the King's Men turns Long into Willie Stark (Sean Penn), who originally gets involved in politics for the best of reasons and winds up engaged in the worst of practices.

The problem with Steven Zallian's script and direction in this new version of All the King's Men is that it's a political movie where we never really get a sense of politics. We see how Willie originally gets drafted as a machination to split 'the ick vote' in a race to the benefit of the city-based incumbent, but after that, the film droops and slides into a sort of Southern Gothic melodrama -- especially as reporter Jack Burden (Jude Law, woefully miscast) follows and then joins the Stark machine. This takes the focus of the story away from Stark and follows Jack -- in his relationship with Judge Irwin (Anthony Hopkins) and his now-grown childhood friends, Anne (Kate Winslet) and Adam (Mark Ruffalo) Stanton. Willie wants the Judge to stop backing an impeachment campaign; he wants Adam to head a new medical center; Anne, Willie simply wants -- and vice-versa, even as Jack looks on sadly.