Robert Penn Warren's 1946 novel All the King's Men is one of the greatest in the American literary canon. Such material sets the bar a little higher for anyone daring enough to take a stab at adaptation. It also creates a lot of buzz. Few films have been as hotly anticipated by the critics this year as writer/director Steven Zaillian's take. Starring Sean Penn as Willie Stark (a character based in part on the great Louisiana demagogue Huey Long) and Jude Law as Jack Burden, it is the story of Stark's rise to power and eventual demise. Set in Louisiana in the 1930s, the story is a meditation on the nature of political power in this country that still rings true today. Stark grows in power by inspiring the masses of his state to elect him as their champion against the interests of big business and the deeply entrenched network of "good ol' boys." If Stark is the story's flash and dazzle, then Stark's fixer Burden is the story's heart. Through his eyes, we watch Stark change as he resorts to morally questionable methods of achieving his lofty aims, and through Burden we empathize with the personal price both men have to pay for their success. As Burden reflects in the final pages of the novel, "This has been the story of Willie Stark, but it is my story, too." Burden narrates the film via voice-over, with Law demonstrating a serious talent for difficult line readings, but then strangely disappears toward the end of the last reel. This makes for some very untidy concluding scenes. After telling much of the story from Burden's point of view, the film simply ends without letting the audience in on his fate. The novel does not make this mistake, and it seems a peculiar misstep for Zaillian to have made considering his expressed intention to remain more faithful to Warren's narrative and themes than the original film version (1949). It is unfortunate to have to criticize a film that deserves accolades right up until its final moments, but there's no getting around the fact that it falls apart, wasting its carefully accumulated momentum and robbing the storyline of a denouement with Burden's departure. Zaillian opts instead for a flashback to one of Stark's better speeches, and despite the dramatic power of Penn's performance, we are left with a story that goes nowhere. Of all the mistakes Zaillian could have made with this production, altering Warren's conclusion is easily one of the worst. R.

Fox Tower, Lloyd Cinema, Eastport, Division, Cedar Hills, Evergreen, Tigard Cinemas, Cinetopia, City Center.