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ll the King's Men, the second revival of Robert Penn Warren's 1946 Pulitzer Prize-winning novel, is a mildly civilizing story about the corrupting influences of having power. The original version won the best picture Oscar in 1949, and Broderick Crawford, who portrayed Willie Stark, won best actor.

This time around, Writer-director Steven Zaillian (screenwriter of "Schindler's List" and "Gangs of New York") takes the tale in a new direction, filling almost every shot of the film with heady imagery and an irrelevant voice over. And now we have Sean Penn as the snarling, sweaty Stark, hand-waving and damn near sweating at the prospect of gaining power. It's certainly Penn in a different light, pinwheeling his arms around during his heated speeches, somewhat like a puppet on a string.

The story, which has been moved from the '30s to the '50s, loosely tells the rise and downfall of Louisiana's radically populist governor Huey Long, renamed Willie Stark, a self-described "hick" politician. Penn's Stark starts off as an honest teetotaler who is faithful to his wife. But, once elected, Stark quickly transforms into a booze-swilling, lying womanizer. As the film progresses, this hick also turns into a charismatic lecturer who fights for the dirt-poor dwellers who voted him into office.

The story is told mainly from the perspective of cynical, alcoholic reporter Jack Burden (Jude Law) who arrives from the big city to cover Stark's campaign. Stark's principles impress Burden, but the unconvinced reporter regards Stark as an unrealistic hick who won't make it in politics.