Sean Penn is usually best when he's playing a more interior role. He's a soulful actor, letting quiet expressions speak for him at times when words would only get in the way. Willie Stark provides him with his showiest role since 2001's I Am Sam, and he seems to have been saving the energy up. He reminds us of the more reserved Penn we are used to in the early scenes, when Stark is still just an average man, but he then lets it all out as the governor amasses his power. It's an excellent performance that could have gone too far over the top, but Penn keeps his balance.

Yet, for as energetic as Penn is, the rest of All the King's Men is two steps behind him and crawling to catch up. Part of the problem is that writer/director Steven Zaillian (A Civil Action) hasn't made All the King's Men about the corruption of its strongest character. As drastic as the shift between the moral and humble Stark of the early scenes to the power-drunk grifter he becomes may be, Zaillian hurls the character from point A to point Z without taking the time to tear down Stark's morals and rebuild them. We don't see him tasting the forbidden fruit and giving in, and his transformation is presumably down to the konk on the head he received after taking his first shot of whiskey. There's no character arc, just the extremes.

Instead the story belongs to one of the bystanders, who just isn't as interesting. Jude Law plays Jack Burden, a reporter who is assigned to Stark's campaign and sees him go from no-hoper to political rebel, and he eventually ends up on Stark's staff. Jack narrates the film and becomes its through-line. He begins as a lonely reporter who cares about nothing and refuses to take a stand. Observing Stark sell out to the evil he once promised to fight, he is presented with his own temptations. Each time he is faced with the machine gobbling up another aspect of his life, Burden has to drop another chunk of his façade and reveal he does have feelings. His influential godfather (Anthony Hopkins), his childhood best friend (Mark Ruffalo), and the girl whose love he can't forget (Kate Winslet) all get tangled in Stark's wicked web. Law can sell them out and become a hollow, busted man, like Tiny Duffy (James Gandolfini), who went from trying to make Willie Stark his patsy to becoming the governor's lapdog. Or, he can stick to his guns and become the kind of genuine person he has never believed in any farther than their capacity to make good newspaper copy.

Unfortunately, Jack's conflict is never very convincing. Law plays him as a man more encumbered by malaise than moral doubt, and so there is no question that he will eventually reach for the right thing. What bogs the film down is how long it takes him to make that move. With Jack Burden setting the molasses pace for All the King's Men, the film feels like it's taking much longer than its two-hour running time to reach its conclusion. Winslet and Ruffalo are good, but they're wasted in underdeveloped roles, and the political intrigue they get caught up in is never clearly drawn. If there's a cookie jar, Willie Stark's hand is never caught in it, and All the King's Men ends without solidly making a case for or against him.

So, for as much as Penn thunders into the film as the backwoods politician with a do-gooder disposition, the movie whimpers to its close. Zaillian tries to spark it up with some overdrawn symbolism at the end, but since he has shrouded the rest of All the King's Men in murky tones, it doesn't really work. The movie is dark and sticky, just like its Southern backdrop and the self-serving machinations of the government players. It's actually pretty nice to look at, but when Zaillian tries to ram a couple of style shifts into his closing scenes, they just fall flat. He doesn't seem to know when to keep it bright and explosive and when to stay in the shadows.

Given the contentious political climate of 2006, it's all the more disappointing that Steven Zaillian couldn't pull a more timely message out of Robert Penn Warren's parable of power. His version of All the King's Men is as hollow as a campaign promise, so if you cast your vote by buying a ticket, don't be surprised when the movie doesn't meet your expectations. They put all the screaming and shouting in the commercial, and it's going to feel like forever before you get to vote again.

Jamie S. Rich is a novelist and comic book writer. He is best known for his collaborations with Joelle Jones, including the hardboiled crime comic book You Have Killed Me, the challenging romance 12 Reasons Why I Love Her, and the 2007 prose novel Have You Seen the Horizon Lately?, for which Jones did the cover. All three were published by Oni Press. His most recent projects include the futuristic romance A Boy and a Girl with Natalie Nourigat; Archer Coe and the Thousand Natural Shocks, a loopy crime tale drawn by Dan Christensen; and the horror miniseries Madame Frankenstein, a collaboration with Megan Levens. Follow Rich's blog at Confessions123.com.