What's worse than a mediocre movie? How about a mediocre movie that thinks it's a great one? All the King's Men has all the trappings of a great Oscar-bait movie. It's got prestige (It's based on a Pulitzer Prize-winning novel, and is itself a remake of a 1949 film that won Best Picture that year), it has an unbelievable cast filled with A-List stars that combined have won numerous accolades and awards, and writer-director Steven Zaillian is no stranger to great movies, as he wrote the screenplay to Spielberg's Schindler's List. Alas, there seemed to be trouble in paradise when this film, which was supposed to be released last fall, got pulled off the release charts and pushed back a year. Rumors spread like wildfire that despite the seemingly can't miss talent involved, the film was a clunker. While it is nowhere near the unsalvageable disaster that one would think, All the King's Men is an extremely disappointing movie. From its miscast characters, to its often muddled storytelling, the film offers hints of greatness from time to time, but they just can't overcome the mediocrity of the entire production.

All the King's Men covers the rise and fall of Willie Stark (Sean Penn), a traveling salesman turned politician who has some big ideas for change in the country back in the 1950s, and vows to help the lower class working man and woman, who have up to this point been ignored by the rich people who currently hold the power in the government. His impassioned speech making and ideas for change rally the common people behind him, and he eventually wins the title of Governor of Louisiana in a landslide victory. After earning office, the once proud and noble Willie Stark quickly turns to lying, booze, cheating, and even blackmail when a local Judge (Anthony Hopkins) joins in a movement to attempt to impeach Willie. He enlists his hired hand, a former newspaper writer named Jack Burden (Jude Law), to dig up any dirt he can on the Judge in an attempt to discredit him and his cause. Jack becomes torn between the loyalty he has for his employer, and the loyalty he holds to the Judge, since he grew up around the man as a child. And when he finds out that Willie Stark may have had a sexual fling with a childhood sweetheart that Jack has long held feelings for (Kate Winslet), he questions where his loyalties lie even more.

Just reading that synopsis above brings to mind images of an intruiging political thriller, but in this case, one would be wrong. All the King's Men is a messy and often sloppy tale that refuses to hold our interest, despite the plot dealing with issues that we know should make for powerful drama. Much like the children's nursery rhyme that inspired the film's title, where all the king's men couldn't put Humpty Dumpty back together again, it would seem that the editor of this film was facing a similar crisis, and just couldn't put this movie together in a satisfying and coherent manner. Plot points come out of nowhere, flashbacks are clumsily sprinkled throughout and seem to start and stop without any rhyme or reason, and the characters remain emotionally distant throughout. The biggest continuity problem the movie faces is that Willie Stark's fall from promising man of change to lying, backstabbing political slime seems forced and comes without warning. No explanation is given for the man's change of character or morals. I guess we're supposed to view it as a "power corrupts" theme, and while that's all well and good, the man seems to suddenly have a change of heart the second he wins the election. A little bit of background or a closer look at the man probably would have helped explain a bit more. Was he weak? Was his wholesome and trustworthy image during the first half hour just an act? We never know, because the movie refuses to truly get to know him or his ideals.

Perhaps a lot of this has to do with the fact that Zaillian's screenplay decides to focus more on the character of Jack Burden than on Willie himself. As soon as Willie wins the election, the movie seems to move away from him, and he becomes a mere background character, popping up only to make some shady deals, leer at scantily clad women, and threaten his enemies. I have not read the book this film was based on, nor have I seen the original film, so I cannot say if this was a conscious decision on the screenplay's part, or if it just being faithful to the source material. Regardless, I cannot understand why it chooses to view everything through the eyes of an outsider. Jack's relationship with Willie does not seem particularly close, despite the fact that he works directly with him. Instead of explaining about Willie's emotional and moral downfall, the movie instead focuses on Jack's conflicted feelings, and his past relationship with his lady friend, and her brother, Adam (played by Mark Ruffalo). Unfortunately, even this subplot seems emotionally distant, as we never get a clear sense of their relationship other than some clumsily placed and edited flashbacks that revolve around the three of them sitting on the beach, or playing together as children. The flashbacks don't go deep enough into the characters to warrant the movie wasting so much of its time on it, nor do they really explain enough about them. Despite its relationship-driven story, All the King's Men is cold and distant all the way around, and the film suffers greatly because of it.

With the story being such a wash, the wonderful cast the film has gathered must be a highlight, right? If only wishing would make it so. Someone at the studio should have really questioned Zaillian's decision to cast British actors as Southerners, because the end result is listening to a lot of good actors made to recite their dialogue in forced accents the entire time. This not only hinders their acting ability, but it makes their performances sometimes unintentionally comical. Mark Ruffalo in particular is a fine young actor, but the way he slips in and out of his very bad Southern accent constantly is so embarrassing that you're almost grateful that his character has few lines. Both Jude Law and Kate Winslet try a bit harder with their accents, but they still wind up sounding forced and about as natural as Foghorn Leghorn in the old Looney Tunes shorts. Anthony Hopkins is strangely dry and lacking life in his portrayal of a Judge caught in the middle of all the treachery. And then there is Sean Penn, who overacts to levels that I didn't even know existed. The way he bellows nearly every line, and waves his arms around in the air as if he was swatting away at imaginary flies that only he can see, is sometimes laugh-inducing. I mean, okay, I can understand his method when he's supposed to be grandstanding and acting for the public during his speech scenes, but when he's having a one-on-one conversation with Jude Law's character, and is still waving his arms around like a lunatic, someone really should have told him to tone it down a little. Al Pacino in Scarface had more subtlety.

All the King's Men has a lot of intriguing ideas and a great cast to back it up. Too bad every single idea and ounce of talent that went into this project rarely if ever shows up on the screen. The film is an emotionally distant melodrama that tries to play up the action, even when nothing is actually happening. It doesn't help things that the bombastic and overpowering music score by James Horner is constantly trying to convince us that something huge is happening, even though we can plainly see not much is going on either emotionally or in terms of action. While the film is watchable, you just get the feeling that it's all a lot of style and class for no reason whatsoever. This story and this cast deserved better.

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