Too much of a good thing

Robert Penn Warren's novel All the King's Men surely makes the short list of great American novels. It's a story about how the Old South shed its antique skin and came into modernity, a story about moral ambiguity and moral right, a story about two styles of government, a story about America. The kind of story that makes a great film-and the 1949 movie version won three Oscars, including Best Picture.

So why remake it? In all fairness, the players are up to the task. Stephen Zaillian, director and writer for the newest version of All the King's Men (PG-13, for an intense sequence of violence, sexual content, and partial nudity), also wrote screenplays for Schindler's List and A Civil Action. And with actors like Sean Penn and Anthony Hopkins, this might be a remake worth remaking.

The story-vaguely based around the political career of Huey Long-tells us how hick attorney Willie Stark (Sean Penn) becomes governor of Louisiana. It's also about Stark's reluctant advisor, Jack Burden (Jude Law), who is forced to rake up some muck on the one man he's always admired, Judge Irwin (Anthony Hopkins). It's a great story, full of questions about morality, government, pragmatism, ambition.

Unfortunately, the film is as ambitious as the politician it portrays, and (spoiler alert) both end up pretty dead.

For one thing, the novel's subtle complexity might just be too much for a two-hour treatment; as a result, the film requires far too much exposition. Zaillian seems to know that exposition slows down a film, so he has his characters deliver quick asides about what's going on. Alas, if you're in the middle of unwrapping your Raisinets, you miss it. Whole backstories are lost in throwaway lines: how Stark turned into a demagogue, why Burden is so bruised by his past, even why the legislature wants to impeach Stark.

The film is less a narrative than an unstructured anthology of good acting and good writing. Penn Warren's novel is episodic, a great chain of peaks and valleys. But a film must be climactic: one great big mountain. Zaillian has us climbing too many peaks, and by the final scene-probably the most artful scene of the film-we're too tired to care. It's a shame.