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STAR RATING:*****Unmissable****Very Good***Okay**You Could Go Out For A Meal Instead*Avoid At All Costs

The reliably dreary Walter Hill churns out yet another slow-moving,action lacking yarn.The story is an incoherent,structureless bore concerning the impending showdown between Sweatwater Prison's reigning boxing champ (Wesley Snipes) and the rough,heavy new arrival (Ving Rhames).Performance wise,Rhames is quite impressive as a volatile,easily provoked big-brooding thug who makes Mike Tyson look like a pussycat in comparison,but Snipes is wasted as a more reserved,Lennox Lewis-alike who practises oragami in his spare time.And sadly,for an actor who can usually be relied upon to deliver the dramatic goods,for some reason here he seems really disinterested in his role,not bothering to flex any emotion or sense of involvement whatsoever.

In fact,the whole thing seems to have been weirdly inspired by the year's big Lewis/Tyson showdown event.Oh well,the real thing always is more exciting isn't it?**

Director Walter Hill's "Undisputed" is a great guy's movie. It's a fight movie set in Sweetwater Prison in the Mohavje Desert, starring tough guys Wesley Snipes and Ving Rhames. What distinguishes this guy's movie are a couple things: the expert and lean direction of Hill, the crisp and intelligent script by David Giler and Hill, and one of the best boxing fight scenes ever done in the movies.

Ving Rhames plays former undisputed Heavyweight Champion James "Ice Man" Chambers, convicted of rape and stripped of his title and sentenced to serve his time in Sweetwater. While there he learns that Monroe Hutchen (Wesley Snipes) is the "undisputed" champ at Sweetwater, and he has been undefeated champion for ten years. For the Ice Man, there can be only one champion, and that would be himself. It is predictable that the two will fight at the end, and this is arranged by mobster inmate Mendy Ripstein (a very good Peter Falk). What is not predicable is that Giler and Hill make both Ice Man and Monroe admirable and fascinating characters. You have to credit Rhames and Snipes. Rhames takes what could have been a Mike Tyson caricature, and transformed him into a complex and empathic character. His Ice Man is vicious, crude, arrogant, but also both smart and articulate. Credit Rhames on several occasions for scaring us with the ruthlessness of his Ice Man, and for also surprising us with his understanding of his stature in life as a Heavyweight champion. Ice Man is definitely the more showy character. Snipes underplays it right as Monroe, a great foil to the Ice Man. Snipes's Monroe is not afraid. Monroe knows that "Any fighter can be beat on a given day...", and the game is how long you stay on top and be the best. Monroe is matter of fact, and always in control-- the last time he wasn't got him in prison. Ice and Monroe are both convicts that operate by a code of honor, and that makes all the difference in the movie. It's all about standing your ground, and whoever wins, wins. "Undisputed" also is an homage to boxing and it's history, because ultimately it is about two men seeing who is better on that particular day. There is something pure and whole about that, which is both appreciated and respected.

The final boxing match is awesome. Snipes is an accomplished martial artist and he trained with Emmanuel Stewart. Snipes looks amazing as a boxer-- body movement and combinations. Rhames also looks very impressive and fearsome. It's a 15 minute fight in a 90 minute movie. Walter Hill is the Man.

"Undisputed" is a no nonsense boxing movie that entertains and makes us think. And that is not bad for a very unpretentious movie.

Outstanding movie with prison combined with boxing. A heavyweight title holder(Ving Rhames)is sent to Sweetwater Prison on a rape charge. It doesn't take long for the movers and shakers to set up a match with the champ and the prison champ(Wesley Snipes). A battle of undisputed undefeated. Very good fight scenes and you almost feel the sweat. A little slow at times, but the big showdown is all worth it. It is obvious Snipes and Rhames worked hard to pull this off. Peter Falk plays a vulgar mouthed resident gangster that thinks he rules the prison. Also in the cast are: Fisher Stevens, Wes Studi and Michael Rooker. This one goes the distance.

UNDISPUTED (2002) **1/2 Wesley Snipes, Ving Rhames, Peter Falk, Michael Rooker, Fisher Stevens, Jon Seda, Wes Studi, Denis Arndt, Ed Lover. Hard-hitting yet formulaic boxing-in-prison flick with professional pugilist and heavyweight world champ Rhames facing off with the maximum security's current in-stir (and undefeated) competitor Snipes (both in amazing physical shape and displaying enough testosterone for two flicks). Falk, at his crustiest, is a scene-stealing hoot as the aged Mafioso con that sets up the grudge match and gets the grease to the wheel. Filmmaker Walter Hill (who co-wrote the lean, mean screenplay with frequent collaborator David Giler ) proves to be a formidable genre helmsman but offers the viewer wanting more.

A solid prison drama with strong performances by Wesley Snipes and Ving Rhames, but the film lacks in any form of human emotion or character study and just leaves a dark shell that isn't totally filled and makes you feel unsatisfied. But it's not to say it isn't well-crafted from it's director, Walter Hill. It also has one of the best boxing showdowns shown in a film since the original Rocky and Raging Bull.