ROBERT Rossen's original 1949 version of All The King's Men was one of the first grown-up movies I ever saw. Its portrayal of the rise and fall of the self-styled "hick" demagogue Willie Stark, who swept to power as governor of the third-world state of Louisiana in 1928 and taken in by his own compelling oratory, left me with a lasting addiction to American politics, warts and all, not to mention the charms of Mercedes McCambridge, who won an Oscar as his erstwhile aide and mistress, "a fine actress, " according to my father.

Steve Zallian's new All The King's Men, updated from the 1930s depression era to the 1950s, is not a remake but a reimagining of Robert Penn Warren's original Pulitzer Prizewinning novel, which in turn was inspired by the real-life Huey Long, a Deep South Mussolini who embarked on a massive public works programme . . .

financed by taxing the oil companies that dominated Louisiana . . . while at the same time ripping off the state. Zallian sticks with the device of telling the story through Jack Burden (Law), a disillusioned journalist from the old money ruling class who throws in his lot with Stark and becomes his spin doctor and handler. Whereas Rossen's movie was all about Stark, played with pugnacious arrogance by Broderick Crawford, Zallian tries to make Burden . . . who narrates the story and is our way into the arcane nuances of bayou class divisions . . . more of an equal than a foil. Sean Penn, however, crowds him out with a virtuoso performance delivered like a love letter to next year's Oscar voters.

Try as he does, Jude Law is unable to avoid looking limp beside him.

Quite why Zallian needed to cast British actors in all the upper-class roles is puzzling.

Kate Winslet turns up as the lost love from Burden's childhood, while Anthony Hopkins does his Anthony Hopkins thing as a friend of his mother, also acting as a mentor to Burden after his father's death, a principled judge whose word will later become the deciding factor in Stark's impeachment.

All The King's Men should have the jaded stench of Louisiana in its characters, not the refinement of RADA training. All The King's Men slips into blackand-white to give some of the big public scenes a sense of documentary immediacy: it would have been more effective if the entire movie had been shot in gritty monochrome, as Rossen's version was.

The two performances that convince most are both played by genuine southerners, New Orleans-born Patricia Clarkson in the Mercedes McCambridge role and Earle Haley as Stark's spooky bodyguard, probably the only man to weep for him. John Wayne, who was offered the role of Stark by Rossen, turned it down because he felt the movie "smears the machinery of government for no purpose of humour or enlightenment." One wishes that Zallian's version could excite such antagonism.

The moral that we are all corruptible but some are more corruptible than others is there, but it doesn't really bother us as much as it should.