Movie review: All the King's Men **

As Louisiana politician Willie Stark in All the King s Men, Sean Penn never builds a strong bond with his audience.

In Steve Zaillian's new adaptation of Robert Penn Warren's All the King's Men, the flies on the apple pies represent a moral rot at the center of American idealism; the white glow around Kate Winslet symbolizes forlorn love, never to be touched again; in a climactic scene, the blood of an assassinated politician streams from and merges with the blood of his assassin, as both lay dead on the seal of the State of Louisiana, representing more than I have space to explain; the cool blues of its cinematography symbolizes the chill in a warm democracy.

And Sean Penn's big hair?

A head full of big ideas, teetering perilously high, striking to gaze on, but ultimately empty.

Well, that's my interpretation.

If ever a filmmaker sucked the urgency and grit from a down-in-the-muck masterpiece of barn-burning, rabble-rousing righteous indignation, if ever so vital an American classic had the life drained from it at so relevant a time, Zaillian's overblown (and therefore underwhelming) All the King's Men deserves to be remembered, forever, as Exhibit A - a case of Oscar-bound sincerity and mannerism run amok.

Let's start with Penn, who plays Willie Stark, the Louisiana demagogue Warren famously created from his memories of populist Louisiana legend Huey Long. You'd think his blue-collar swagger would be perfect. But Penn is a mumbler. He waves his arms wildly without a break; the man gesticulates endlessly. His blood pressure rises, his face turns the color of beets. He never seems to hear what he is saying, but the way he is saying it - without the meaning of the words in his eyes - is a great example of Method acting without a rudder, all stammers, smiles, searching glances, clever behind-the-beat timing, technically tireless but lacking that zing of a performer finding his voice and connecting intimately with people antsy for a message.

As much integrity as Penn has as an actor - and I can think of few American actors who have more - I couldn't help picture a guy doing an imitation of Howard Dean, channeling Joe Cocker, phrasing like Elmer Fudd.

You are never swept up in his message, and therefore never care when the message is poisoned or Willie's promise sours.

Which is one of the great lessons of Warren's 1946 Pulitzer Prize-winning novel - the way the power and magnetism of a politician will contort common sense and earnestness until it smells a lot like corruption. With that in mind, allow me to describe the single dumbest sequence in a movie all year: For the first part of the picture, Willie is a modest treasurer lured into the gubernatorial race by a local fat cat (embodied in everything but accent by James Gandolfini).

Willie is not connecting.

Until he discovers he is a dupe, a hick being used to split the hick vote and deliver the governorship to the good ol' boys network - warned of this by Patricia Clarkson, he turns feral, he fights back, he goes "off-message," then (symbolically, of course) knocks Gandolfini into a pig sty, which draws the hick electorate, which circles around him and presses close. His speeches grow more and more fiery; we see Willie speaking to larger and larger assemblies of mud-smeared farmers and poor.

Trumpets and strings swell.

It's morning in America, and darn it we're inspired, so try not to notice Willie is looking suspiciously like Hitler, because, gosh, the hicks are stirred to action, even through we never witness Willie chatting with a single one.

Next scene, in office, Willie is the picture of cynicism, cronyism, a portrait of what happens when special interests steer the seat of power - zero to cynical in seven minutes of screen time.

Why is it dream projects like this almost never work out? Is it that musical supergroups or Olympic basketball dream teams or all-award-winners-all-the-time film productions, full of pedigree, believe too firmly in the old epicurean mantra that quality ingredients given the least amount of fuss is a meal? Or is it that the project itself, the very idea of so much talent assembled in one room - brought together by agents and lawyers, juggling a myriad of agendas and schedules - is the real triumph?

It's hard not to wonder this as you watch All the King's Men, partly because the picture itself is so uninvolving and partly because, as it washes over you, as you search for its pulse, that desperation appears on the faces of the actors. They're hoping the fire will be edited in, post-production; and we're watching the outcome.

Jude Law, as the central figure, plays a journalist who falls in with Willie and lets their relationship destroy everything in his life; Law shows none of the moral deterioration required, disappearing into the scenery, his sharp profile melding with Louisiana's deco-style architecture. Anthony Hopkins finds the ham in the small but pivotal role of a judge opposed to Willie; and Mark Ruffalo and Kate Winslet, as a tragic brother and sister, let themselves become literary devices - never flesh and blood.

So, why remake All the King's Men anyway? The first adaptation, directed by Richard Rossen, won the 1949 Oscar for best picture. But the timeliness remains. The story of a populist politician who rallies the hinterlands only to become catalyst for unbeknownst depths of unethical behavior - of course, it's relevant.

As if to underline this, James Carville, the political strategist, was brought in as executive producer. He's a curious choice, because earlier this year he was the focus of Our Brand is Crisis, a fly-on-the-wall documentary about how his consulting firm got down and dirty to sway the presidential election in Bolivia.

Why not tap that resource?

Zaillian, whose tony credits include the screenplays for Schindler's List and Gangs of New York, gets too hung up on the patina of classiness to dig into the vulgarity and threat in Warren's book - admittedly, a work so dense with ideas and poetry, any adaptation feels like an achievement. There's no recognition of the thrill of getting away with murder. He doesn't want to get down in the mud, and the sad thing is, he needn't have traveled very far.