Dir: Steven Zaillian. US. 2006. 125mins.

The queasy compromises of love, loyalty and bareknuckle politics are at the heart of a handsome, star-studded new version ofthe Pulitzer Prize-winning novel All The King's Men. The celebrated 1949 adaptation of theRobert Warren Penn epic is probably best remembered for Broderick Crawford's Oscar-winningperformance as the sweaty, blustering Southern demagogue inspired by Huey PLong.

But with this update, StevenZaillian dilutes the power of such a fascinating creationby tilting the balance towards other figures in the story, fracturing the focusand undermining some of its potential resonance for contemporary viewers. Theresult is a talkative, well-heeled period drama that lacks the punch and meatof the original.

The proven pedigree of thepiece and the quality of the cast should recommend it to upscale audiences butit seems unlikely to emulate the classic status of its post-war predecessor.

Reminiscent of JackNicholson in Hoffa, Sean Penn bringsan actor's relish to the barnstorming speeches and devilish charm of Willie Stark,a humble salesman swept into high office by the power of the ordinaryelectorate. A voice for the poor and downtrodden, he promises reforms ineducation, health and social services that place him at odds with the wealthyestablishment in 1950s Louisiana.

He is a man who believes thatthe ends justify the means but his tragic slide into blackmail, corruption andsleaze is rather sidelined by the attention placed on his less fascinating aide-de-campJack Burden (Jude Law), a journalist from an aristocratic background.

When Burden is ordered touncover any past scandals in the life of Stark's nemesis Judge Irwin (AnthonyHopkins) he must confront the ghosts of his own past including former sweetheartAnne Stanton (Kate Winslet) and her reclusive brotherAdam (Mark Ruffalo).

Lacking some of the sweepand scale that the material seems to demand, All TheKing's Men is a rather stodgy, old-fashioned affair. It looks a treat withgreat care and attention lavished on the period detail and production design asevents unfold in darkened rooms, shadowy automobiles and atmosphericswamplands.

Rather, the problem residesin a complex storyline that places too much emphasis on the conventional,conscience-stricken travails of Burden and consequently fails to make Stark thestar of his own story. The approach robs the story of its true weight and apotentially shattering climax is drained of its emotional impact.

Jude Law and Sean Penndeliver the star turns here but aspects of Penn's Willie Stark are left frustratinglyunexplored in a film that doesn't entirely deliver on its promise. Of thesupport, Kate Winslet has little to do, while AnthonyHopkins is fine so far as he goes but again fields a fairly limited role.

Production company
Phoenix Pictures
Relativity Media
Phoenix Pictures
VIP Medienfonds 3A/4A
Rising Star
Columbia Pictures

Executive producers
Michael Hausman
David Thwaites
James Carville
Todd Phillips
Andreas Schmid
Andy Grosch
Ryan Kavanaugh

Mike Medavoy
Arnold W Messer
Ken Lemberger
Steven Zaillian

Steven Zaillian based on the novel by Robert PennWarren

Pawel Edelman

Wayne Wahrman

Production design
Patrizia Von Brandenstein

James Horner

Main cast
Sean Penn
Jude Law
Kate Winslet
James Gandolfini
Mark Ruffalo
Patricia Clarkson
Anthony Hopkins
Kathy Baker
Jackie Earle Haley
Kevin Dunn
Tom McCarthy
Glenn Morshower
Frederic F Forrest
Talia Balsam
Michael Cavanaugh