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Robert Penn Warren began his writing career as the youngest member of the Fugitives, an influential group of poets at Vanderbilt University in Nashville. He also contributed to the Agrarian manifesto I’ll Take My Stand (1930), which promoted a distinct southern region and identity over an invasive economic and cultural modernity. In a 1976 interview with Warren at Yale University, Bill Moyers introduces the author as “a rarity in American letters” because of his Pulitzer Prizes in both fiction and poetry (Watkins and Hiers, 196). All the King’s Men (1946) stands out from Warren’s impressive literary production as one of the most important political novels in the English language.1 This classic about the dramatic and violent career of Willie Stark, a country lawyer rising to Governor in the 1930s South, and his aide, Jack Burden, has sold millions of copies worldwide and been translated into twenty languages. Not only does the politico-historical basis of the novel and its eventful romantic plot account for its continuing popularity; also the portrait of

“southern political types,” especially “the American agrarian demagogue” resonates in contemporary political scenarios (Kaplan 10). The first screen adaptation of All the King’s Men from 1949 won three Academy Awards that year—Best Picture, Best Actor (Broderick Crawford as Willie), and Best Supporting Actress (Mercedes McCambridge as his secretary Sadie)—and it was nominated in four additional categories. All the King’s Men inspired All the President’s Men (1974) by Bob Woodward and Carl Bernstein, who investigated Nixon and the Watergate scandal for the Washington Post, as well as Robert Redford’s 1976 Academy Award–winning film adaptation. In 2006, Steven Zaillian, who won an Academy Award for his screenplay for Schindler’s List (1993, dir. Steven Spielberg) and was nominated for his work on films such as Gangs of New York (2002, dir. Martin Scorsese), The Interpreter (2005, dir. Sydney Pollack), and The Girl with the Dragon Tattoo (2011, dir. David Fincher), directed and wrote another successful adaptation of Warren’s novel, starring Sean Penn as Willie Stark and Jude Law as Jack Burden. It was filmed in New Orleans, at the Louisiana State Capitol in Baton Rouge and other Louisiana locations, and screened at Tulane University, New Orleans, on September 16, 2006.

All the King’s Men had returned to Louisiana, where Warren in 1936 accepted a position at Louisiana State University in Baton Rouge. He arrived the year after Huey P. Long, Governor of Louisiana from 1928 to 1932 and US senator from 1932 to 1935, was gunned down at the Capitol. “I don’t for the life of me know why the Long cockleburr got hold of me,” Warren said in 1966. “The situation in Louisiana prompted my amateurish speculations about history and morality” (Watkins and Hiers, 80).

1 A different version of Warren’s novel, edited by Noel Polk, was published by Mariner Books in 2002.

The title of Warren’s political, historical and philosophical novel alludes to the English nursery rhyme, its main character an anthropomorphic egg that plays a prominent role in Lewis Carroll’s Through the Looking–Glass (1872): “Humpty Dumpty sat on a wall/Humpty Dumpty had a great fall. /All the King’s horses and all the King’s men/Couldn’t put Humpty Dumpty in his place again” (115).1 As Willie Stark ascends to Governor of an unidentified southern state in All the King’s Men, he sits on a wall and has “a great fall” when his assassin corners him in the lobby of the State Capitol (Ruoff 129). Humpty Dumpty’s pragmatic approach to semantics also suggests Stark’s demagogic approach to politics: “‘When I use a word,’ Humpty Dumpty said in rather a scornful tone, ‘it means just what I choose it to mean–neither more nor less’” (124, Carroll’s italics). But Stark is also the King, surrounded by all the men who call him “Boss”: Jack Burden, historian and spin doctor; Sugar-Boy, chauffeur and bodyguard; Tiny Duffy, Lieutenant Governor and crook. Also Stark’s many women suggest his royal stature; they include Lucy Stark, wife; Sadie Burke, secretary and mistress, and Anne Stanton, another mistress. Besides, Long was nicknamed Kingfish. As Jerome Meckier explains, Stark may break like Humpty Dumpty, torn between ideals and facts, between Willie the country boy and Willie the Boss (Meckier, 12), but he rules his state and his men. Warren explains that “the dictator, the man of power, is powerful only because he fulfills the blanknesses and needs of people around him” (Watkins and Hiers, 178).

The story-line of All the King’s Men shatters into many pieces, Humpty Dumpty style (Meckier, 17). In the opening section, “Mason City,” Jack Burden recalls in 1939 the drive in Stark’s Cadillac along Highway 58 some years earlier, with Sugar-Boy at the wheel. As they pass the county schoolhouse, Jack flashes back to 1922, when he first met Cousin Willie, now the Boss, in town as County Treasurer to handle the schoolhouse bonds. At the end of the chapter, the Boss orders Jack to dig up some “dirt” on Judge Irwin of Burden’s Landing, a project he begins in Chapter 4 and will not use till Chapter 8. In Chapter 3, Jack visits his mother and her new husband at Burden’s Landing and remembers her time with Ellis Burden, nicknamed the Scholarly Attorney, who is presumably Jack’s father. Jack further recalls a picnic in 1915 with Adam and Anne Stanton, his childhood friends, before going back to 1896 in south Arkansas, where the Scholarly Attorney first met the pretty blond girl who became Jack’s brittle mother. Chapter 4 goes even further back to tell the Civil War story of Cass Mastern, Ellis Burden’s maternal uncle and the subject of Jack’s unfinished Ph.D. dissertation. Chapter 6 deals with “The Case of the Upright Judge,”

which begins in 1914 and uncovers the bribe the Judge had taken as Attorney General and the suicide he caused, before returning to the time of narration in 1937. The following chapter describes Jack’s youth, his fiasco with Anne, and his subsequent escapism. Through plot fragments and shifting story-lines, All the King’s Men

1 The nursery rhyme can be found at http://www.gutenberg.org/files/12/12-h/12-h.htm, in Chapter VI of Lewis Carrol’s Through the Looking–Glass. Variations of the last line occur in various contexts. See also William Walling, “In Which Humpty Dumpty Becomes King,” in The Modern American Novel and the Movies, ed. Gerald Peary and Roger Shatzkin (NY: Frederick Ungar, 1978), 168–77.

stresses the divisions within individual characters and their times, as well as the inevitable southern past.

Some contemporary critics saw All the King’s Men as a promotion of Huey P.

Long’s brand of authoritarianism. While some settled for “mild scolding,” others branded Warren as a neo-fascist, ready for “democratic Hitlerism.” Perhaps to discredit these accusations, Warren repeatedly dismissed the identification of Willie Stark with Huey Long, or of himself with Jack Burden, as a simplified reading (Lane 812). Nonetheless, Anthony Chase writes that Warren produced a novel about “the thinly disguised Louisiana governor, Huey P. Long” (Chase, 528), with the theme of power politics looming large. All the King’s Men fictionalizes a southern elite of financial, agricultural and industrial power holders, with an aristocratic gentlemanly aura, challenged by the poor country folk and their elected representative. True to politics, southern style, this conflict becomes a clash of personalities, as when Willie Stark visits Judge Irwin in Burden’s Landing to get his support. The Stark regime also depends on his own charisma and emotional connection to his voters, rather than on a consistent ideological platform. As a political novel, All the King’s Men exposes both the crisis in American democracy with the rise of a populist demagogue and the crisis of character resulting from rhetorical and political seduction. Though Warren’s novel is not “about” Huey P. Long as such, the story of Willie Stark occupies its center, and its surface. Richard H. King places All the King’s Men with V. O. Key’s Southern Politics and the works of historian C. Vann Woodward in its attempt to explore the cultural impact of redneck revolt against the conservative Democratic superstructure. He sees the novel as “the first attempt by a southern novelist to treat a Populist-type movement and its leader sympathetically and evenhandedly” (King, 148–49). But Warren resists the political label: “The book . . . was never intended to be a book about politics. Politics merely provided the framework story in which the deeper concerns, whatever their final significance, might work themselves out”(qtd.

Ruoff, 128).1 The sharp divisions of characters, ideologies and methods in All the King’s Men dissolve in the love for the South, its agonies past and present—this is what holds Warren’s novel together. Jack’s quest for knowledge becomes a search for History, for a place in the world he will enter once he has located his own personal and regional identity.

All the King’s Men began as a verse play, revised for publication in 1960 (Watkins and Hiers, 178). The plot of Warren’s most popular novel thus lends itself to stage or screen adaptation, since its elements unfold dramatically. Jack Burden reveals knowledge only as he himself locates the facts, people and events that help him understand the world and his place in it. This mode of narration prepares us for what Brian McFarlane terms the “restricted consciousness” of a stage or film character, limited in perspective on actions, objects, and interpretations (McFarlane, 6). From the inception of All the King’s Men, Warren has visualized its plot. As a southerner, he inhabits a world in which the past and the present converse in a

1 Quoted from the Introduction to the Modern Library edition of All the King’s Men (1953).

dynamic visual space, a picture that invites spectatorship. To Warren’s generation, he explains in an interview, “a different feeling toward the present event and the past event somehow overlap in what was like a double exposure photograph almost.”

Asked to clarify, he continues: “The real world was there and the old world was there, one photograph superimposed on the other. Their relationship was of constant curiosity and interest” (Sale, 336). Warren stresses, in short, the visual imagination of a southern writer.

In the first and Academy Award–winning 1949 adaptation of All the King’s Men, Warren’s South has vanished, as has the disturbing complexity of his fiction.

Rossen’s film gestures towards Nazi Germany, the Hollywood Red Scare, and film noir, but as Philip Duboisson Castille points out, its criticism of postwar American political life peters out, and cinematic and romantic clichés dominate the truncated script. Criticism becomes conventionality as the plot rushes towards closure. With Willie’s fall and death, the risk of a fascist take-over vanishes and American Democracy remains untouched (Castille, 171). Instead of highlighting international fascist threats to domestic American politics, Rossen’s adaptation draws on film noir by scapegoating its women figures, apparently responsible for the moral corruption of their world and the men who control it. (Castille, 180).

Played by Broderick Crawford in an Academy Award-winning performance, Stark takes the central role of country hick turned neo-fascist dictator. Rossen follows

“his early idealism, his populist appeal, his charismatic cult of leadership, his descent into demagoguery, his creation of a police state, his tyrannical use of official terror to silence opposition and his assassination at the height of his power,” in the process losing what Castille calls “the complexities of his Promethean role in Warren’s novel” (172). Rossen’s Stark becomes a political gangster with traits of both Der Führer and El Duce, as in the speeches he delivers after awakening to political realities. When Stark finds out that Tiny Duffy has recruited him to the Governor’s race to split the vote for McMurphee, the local politician running against Joe Harrison, Duffy’s man, he speaks as passionately as any Hitler, his distorted facial features and the flames in the background evoking a Satan on the make.

Rossen further downplays the South with a linear structure, thus breaking the link between political corruption and historical guilt that Carl Freedman identifies as the preoccupation of southern literature at its best (128).

With its political emphasis and brevity, Rossen’s All the King’s Men eliminates, compresses or elaborates on Warren’s characters. Jack’s father, the Scholarly Attorney, has vanished, while Judge Irwin in Rossen’s script has become Judge Stanton, a father figure to both Jack and Anne. The Oedipal father-son theme of the novel thus disappears, further upgrading Anne’s complicity in Judge Stanton’s suicide while downplaying Jack’s search for identity and meaning (Castille, 173). In a similar move, Rossen compresses Warren’s plot by combining the impeachment proceedings with Willie’s assassination, following his Hitler-like speech on the steps of City Hall. Rossen enlarges the role of Richard Hale, the father of the young girl on a fatal date with Tom Stark, Willie’s son, who unlike his passenger survived their

automobile accident. In the scene where Hale vents his grievances, among them Stark’s attempt to hush up the case and protect Tom from publicity, Hale becomes the honest hick of Starks’s electorate by refusing a bribe and accusing the Governor of rhetorical demagoguery. Stark himself appears in silk pajamas and monogrammed house coat, whiskey glass in hand, thus stressing Rossen’s left-wing demonstration of class divisions within American democracy. Rapid images of Stark’s construction projects—roads, schools, housing, the hospital—further highlight the demagogue’s emphasis on monuments to himself rather than social equality and reform.

Rossen’s ending retreats from politics and social change. Seconds after Willie Stark and Adam Stanton are gunned down on the Capitol steps, Jack corners a trembling Anne with a proposal. She has become the damsel in distress who waits passively for protection and stability from the one surviving male, suddenly decisive and ready to sweep her away from the dying Boss. Instead of the threat of domestic fascism, Rossen affirms with his Hollywood ending bourgeois complacency, a vigorous American democracy, and Jack Burden’s dodging of truth and knowledge.

Yet superb actors and disturbing visuals save Rossen from himself, or from Hollywood demands, and undercut the clichés at the end of his script. Castille notes that troubling images of violence and corruption evoke “the nation’s vulnerability to takeover by a dictator” (180) and restore Rossen’s political agenda. Certainly later developments, including Nixon’s Watergate and George W. Bush’s Iraq, have given his warnings meaning. Robert Penn Warren puts it succinctly: “The movie, as a matter of fact, does not ‘mean’ what I think my book meant. . . . It is [Robert Rossen’s] movie” (Castille, 171).1

With Oscar–winning Steven Zaillian as director and screenwriter, the 2006 adaptation of All the King’s Men cast what the Los Angeles Times called a group of

“heavy hitters” in prominent roles (Turan, E1): Sean Penn as Willie Stark, Jude Law as Jack Burden, Kate Winslet as Anne Stanton, Anthony Hopkins as Judge Irwin, Patricia Clarkson as Sadie Burke and the late James Gandolfini as Tiny Duffy.

Despite the Oscar “buzz” preceding its opening in theaters across the U.S. on September 22, it sank at the box office. Critics rated the movie a flop. They declared Sean Penn miscast as a corrupt southern demagogue and the narrative marred by gaps. Richard Schickel did find its tone faithful to Warren’s original, and Kenneth Turan of the Los Angeles Times noted its “undeniable moral seriousness” and the

“exceptional ensemble work” of the cast. He claimed that Zaillian “expertly extracted the core of this greatest of American political novels, a work that is both of its time and outside it” (Turan, E1). In “Southern Fried Demagogue and His Lurid Downfall,”

A. O. Scott of the New York Times wrote with considerable less enthusiasm:

“Nothing in the picture works. It is both overwrought and tedious, its complicated narrative bogged down in lyrical voiceover, long flashbacks and endless expository conversations between people speaking radically incompatible accents” (Scott, E1).

1 Warren’s statement appears in a letter quoted in Alan Casty, ”The Films of Robert Rossen,” Film Quarterly 20 (1966-67): 3-12.

While Scott criticizes the actors, he blames Zaillian for his fidelity to Warren’s plot, for Burden’s voice, for the extended conversations, and for the complicated structure of the movie, which retains the non-linear structure of the source novel.

Others saw the 2006 adaptation as a copy of Rossen’s film, though Zaillian presumably never saw the 1949 version and adapted his script from Warren’s text alone. Zaillian brings Willie Stark, Jack Burden, Anne and Adam Stanton, Judge Irwin and all the rest back to life, and back to the South. He compresses Warren’s plot to adjust the running time of his film and chooses the scenes most suitable for the screen. With his most significant change, Zaillian moves All the King’s Men out of the 1930s and into the 1950s, thus cutting the links to the Great Depression and European or domestic Fascism. In Zaillian’s explanation, the pre-war years would seem “archaic” on screen, as would the “barnstorming political campaigning” of the Depression era (Turan, E1).

Despite his compressions and changes, Zaillian manages to include the all-important germ scenes of Warren’s imagination, which lends to his adaptation the symbolic impact of the original text. These scenes determine the plot, the choices, and the fates of the characters in the novel and lend the adaptation its depth and intelligence. They include the initial meeting of political players in Mason City, where the local bar owner, Slade, ignores Tiny Duffy’s beer order and brings Cousin Willie his soda pop with two straws, a scene that provides young Stark with innocence and Slade with unproblematic, life-long bar licensing. Other important scenes mark Stark’s rise to power and his political and moral corruption and suggest the major themes of Warren’s novel, most of which reappear in Zaillian’s film: the quest for knowledge and responsibility, good and evil, the man of action versus the man of ideas, the Case of the Upright Judge, the past that is never the past, and the father-son bond that binds or breaks all the King’s men.

The germ scenes included in Zaillian’s film also give his characters the nuance and complexity of Warren’s original. Zaillian strongly connects Willie Stark to Huey P. Long: his Stark sings the “Kingfish” song “Every Man a King” and the film ends with black-and-white shots of Long’s funeral and his grieving constituency.

Zaillian’s nuanced Stark fights the powerful elite of southern aristocrats, bankers, law-makers and politicians, all in an unholy alliance against him and his people. In the crucial scene on the Capitol steps, where Stark defends his choices, Sean Penn becomes as convincing and complex as Humpty Dumpty himself, his arguments and his limbs flying wildly in all directions. Also Jude Law’s Jack Burden becomes less cynical or demonic than Rossen’s noir hero, Law’s lyrical face and gentle voice-over inspiring both viewers’ delight and critics’ impatience.

The 2006 adaptation brings All the King’s Men back to Louisiana. The personal approach to politics thrives here, where charismatic governors from Huey P. Long to Edwin Edwards, and beyond, perform their magic and win the popular vote. Early in the film, the pelican state sign welcomes viewers, and unlike Rossen, Zaillian lets the South take center stage. Mason City and other place names from Warren’s novel have

The 2006 adaptation brings All the King’s Men back to Louisiana. The personal approach to politics thrives here, where charismatic governors from Huey P. Long to Edwin Edwards, and beyond, perform their magic and win the popular vote. Early in the film, the pelican state sign welcomes viewers, and unlike Rossen, Zaillian lets the South take center stage. Mason City and other place names from Warren’s novel have