Steven Zaillian won an Oscar for Best Screenplay for Schindler's List.

He adapted Robert Penn Warren's novel All the King's Men and directed it.

The book was previously adapted in 1949 and went on win the Best Picture Oscar.

The new version despite an all star cast was a contender for the worse film of the year lists.

Willie Stark (Sean Penn) is an idealistic small town lawyer who becomes a populist and corrupt governor of a southern state.

Jack Burden (Jade Law) is a news reporter who goes to work for Stark.

When Stark is investigated for his corruption on the behest of his opponents such as Judge Irwin (Anthony Hopkins.) Burden feels conflicted as Irwin is like a father to him.

Before the film was released it had an Oscar buzz. It was stillborn on delivery.

This is such a poor film and it has a terrible screenplay. There is not story to it or if there is one, it is lost in the strong southern accents. Luckily I had seen the original movie a few months earlier so I knew the basic plot.

All I can see was Sean Penn delivering lots of excruciating speeches where the work hick was used a lot.

Zaillian forgot the phrase, 'show don't tell.'

Before seeing this new version of All the King's Men, I ran and reviewed my VHS of the Robert Rossen 1949 classic that won Best Picture of that year, Best Actor for Broderick Crawford and Best Supporting Actress for Mercedes McCambridge.

One thing I will say for this version, in the previous one they never actually give the name of the state this takes place in. Could be just about any southern or midwestern state, in fact with the lack of black faces in 1949 there was no suggestion it could even be in the south. Here they not only name the state, but the picture was filmed inside the state capital building of Louisiana in Baton Rouge where Huey Long was assassinated.

Of course it's no closer to the real Huey Long story than the first one with all the same reasons I enumerated in my review of that film. This film is updated to the early fifties, right before the civil rights revolution. It loses something by not being set in the early thirties during the Depression and the rise of the Long family in Louisiana. The populist message of Willie Stark/Huey Long isn't right for the times.

Sean Penn as Willie Stark certainly is suggestive of the redneck machismo of a demagogue. Of course his slight build works to a disadvantage to Broderick Crawford whose sheer bulk was domineering in the part as it should be in this film. Patricia Clarkson's role is whittled down to a nub from the part Mercedes McCambridge won her Oscar for as Stark's girl Friday. Of course the subplot of Stark's football hero son Tom is non-existent.

In almost every way this version of All the King's Men comes up short in comparison to the earlier one. Still its good entertainment and particularly look for Anthony Hopkins's performance as the former judge driven to suicide by Stark's blackmail. That part was expanded from the original story.

Jack Burden (Jude Law) is a Louisiana newspaper reporter. Willie Stark (Sean Penn) is the parish treasurer for the small town of Mason City. He is tired of the rampant corruption and isn't running again. Then a schoolhouse collapse brings Stark back but this time to run as governor with the help of political operator Tiny Duffy (James Gandolfini). Burden knows that Stark is only there to split the poor crackers' votes. After political strategist Sadie Burke (Patricia Clarkson) let the cat out of the bag, Stark goes populist hick against Duffy and the upper class. Stark wins by a landslide and he is confronted by the elite. Stark hires Burden as an adviser after he quit the newspaper. Duffy now works as the lieutenant governor. Sugar Boy (Jackie Earle Haley) is his scary driver. Burden's godfather Judge Irwin (Anthony Hopkins) is very influential and joins the effort to impeach Stark. Stark assigns Jack to find some dirt on Irwin. Brother and sister Adam (Mark Ruffalo) and Anne Stanton (Kate Winslet) are Burden's childhood friends and the upper class children of a former governor. Stark's womanizing ways starts with Sadie Burke, everyone wearing a skirt, and eventually Burden's first love Anne Stanton.

This movie is all style but no energy. Everybody is putting in a heavy effort. The direction is weighted down. The movie sinks under all that heaviness. The dialog is tedious and spoken as if the world depends on it. There is no life in either Steven Zaillian's directions or script. The story moves so slowly that Zaillian may have been lost in the grandness of the attempt. Sean Penn and James Gandolfini are all mannerisms and impersonations. I guess Sean Penn's overacting can be excused because of the character. It doesn't make it any more appealing. Jude Law is surprisingly lifeless. It's just all so tired.