Before beginning this review, I must qualify it by stating up front that I've never been particularly drawn to boxing as a sport, and movies about boxing have never been of particular interest to me. The entire "Rocky" thing - just don't get it.

That said, John Huston's "Fat City" isn't really about boxing the sport, as it is about boxing as a way of life. The tale of an ex-boxing champ on a downward spiral into oblivion, and the story of a young hotshot who just might make it to the big time, the film tells a story about dead-end lives and thwarted dreams.

Jimmy Tully (Stacy Keach) is one of those washed-up has-beens who's trying to make a come back on the boxing circuit. As he starts training again, he meets Ernie Munger (Jeff Bridges), a "natural" who's a little unfocussed and too distracted with his girlfriend Faye (Candy Clark) to make a serious go at the sport. Impressed with the younger man's talent, he points him toward Reuben (Nicholas Colasanto), a coach who groomed him to the big time, but who's now reduced to promoting small time boxers for a quick buck.

The film follows the parallel tales of the two men on their road to discovering their ultimate destinations in life. Jimmy tries, but never does manage to recapture his dream. Sidetracked into a trying affair with Oma (Susan Tyrrell), a soaked up alcoholic, he spends his days at menial odd jobs, kidding himself into believing that field work is equivalent to training. Ernie, meanwhile, marries his pregnant girlfriend and gives up the possibility of making the big time in exchange for a simple job and the occasional bout in the ring. When the film ends, the two men have come full circle - Jimmy is still stuck in a rut, his life a shambles, while Ernie is moving on, a husband, a parent and a man with some hope for the future.

"Fat City" is very much an actor's film. Huston sets a very slow, leisurely pace which allows the actors to shine, but which, given the depressing subject matter, makes the film drag on at times. The script by Leonard Gardner, based on his own novel, is a plodding affair, punctuated by one or two well-written scenes (particularly those featuring Oma), but generally meandering and uninteresting. This leaves the actors to do most of the work, and for the most part, they are rather captivating. Susan Tyrrell picked up an Academy Award Nomination for Best Supporting Actress for her embittered, confused Oma, a role she inhabits so fully that its hard to imagine what she's like in real life. Showy and loud, the character is done considerable justice by Tyrrell's superb line-reading, and the best approximation of an alcoholic I've seen onscreen. Jeff Bridges also does very well as the somewhat idealistic, ultimately realistic, Ernie. Fresh faced and innocent looking, he makes for an appealing contrast to Stacy Keach's Jimmy. Written and played as a down but not out loser, Jimmy benefits from Keach's intense but low key performance which is compelling to watch, even though the character is neither very interesting nor likable.

The film deals with many issues of codependency and lost hopes, and Huston gracefully steers it to a memorably downbeat ending. Aside from a script that, for the most part, goes nowhere, "Fat City" is an elegantly made drama worth investing time in.

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