Think of "Against the Ropes" as a "Rocky" story -- if, that is, the vintage is between "Rocky IV" and "V," and the action centered around the Burgess Meredith character as played by Meg Ryan wearing "Barbarella" outfits. Full of peculiarities, director/co-star Charles S. Dutton's pic aims hard for crowdpleasing but never quite gets there.

Think of “Against the Ropes” as a “Rocky” story — if, that is, the vintage is somewhere between “Rocky IV” and “V,” and the action centered around the Burgess Meredith character as played by Meg Ryan wearing “Barbarella” outfits. Full of peculiarities, director/co-star Charles S. Dutton’s pic aims hard for crowdpleasing but never quite gets there. As much as people love up-from-nothing sports stories, it would be a miracle and then some if this lightweight packs much of a box office punch.

Billed as a “fictionalized drama inspired by” the feats of boxing manager Jackie Kallen, yarn sees Ryan filling out the key role’s skin-tight outfits but little else, affecting an accent as perplexing as some of the narrative gaps.

As told here, Kallen (who in real life went on to manage a number of champions) starts out as the assistant to a slovenly fight promoter in Cleveland and is held down by the old boys’ club. As a friend tells her, “You can’t even see the glass ceiling” from where she sits. Raised as a fight fan, through an odd set of circumstances she stumbles across Luther Shaw (Omar Epps), a raw talent with scads of potential.

Luring a savvy trainer (played by Dutton) out of retirement, she gambles on Luther and ends up quitting to manage him full time. Despite the efforts of a mobbed-up promoter (Tony Shalhoub) to thwart them, Luther makes the leap from street fighter to contender in about 12 minutes of heavily scored screen time.

“Ropes” takes another odd twist at this point, as Kallen becomes so enamored of her newfound celebrity that she strains relations with the fighter as well as others close to her. Among them is a friendly TV reporter played by Tim Daly, in what amounts to a mini-reunion with Shalhoub from Paramount’s old sitcom “Wings.”

Given that the audience is supposed to identify with Jackie’s feminist struggles, it’s an uncomfortable aspect of the story, largely because her behavior comes across as so boorish (seriously, did Kallen dress like that?) it’s hard to become sympathetic once she realizes as much. She crassly insults Luther at a press conference, then acts mystified as to why he’s upset. And then there’s her tough-gal accent, which at best sounds like Brooklyn by way of some unknown part of the Midwest.

Although his brief directorial resume includes HBO’s brilliant miniseries “The Corner,” Dutton fares better here as an actor. With the fight scenes shot so up-close that they conveys the brutality while obscuring the action, the boxing never really takes off — though, in true “Rocky” fashion, it’s always remarkable how many movie pugilists stay upright while blocking punches with their faces.

Pic stumbles toward absurdity near the finish, including an in-the-ring pep talk that feels especially forced. Michael Kamen’s bombastic score goes the extra mile trying to create the requisite feeling of euphoria but can’t overcome the tepidness of what’s on the screen.

If Ryan’s career feels a bit off-kilter (it’s a long way from “When Harry Met Sally” to “In the Cut” and this), the talented Epps emerges relatively unscathed — and, not incidentally, in the kind of shape where he looks like he could go a few rounds with a pro.

Not to belabor the boxing-showbiz metaphor, but as Dutton’s trainer tells Kallen when first watching Luther work out: While raw talent is an asset, “Champ material is rare.” There was certainly talent involved with “Against the Ropes,” but no one comes away looking like a winner.

Against the Ropes

Production

A Paramount Pictures release of a Cort/Madden production in association with W2 Filmproduktions and Vertriebs and MMP Erste Filmproduktions. Produced by Robert W. Cort, David Madden. Executive producers, Steven Roffer, Jonathan Pillot, Scarlett Lacey. Co-producer, Mike Drake. Directed by Charles S. Dutton. Screenplay, Cheryl Edwards.

Crew

Camera (Deluxe color), Jack Green; editor, Eric L. Beason; music, Michael Kamen; production designer, Sandra Kybartas; art director, Armando Sgrignuoli; set decorator, Steven Essam; costume designer, Ruth Carter; sound (Dolby, DTS), D. Bruce Carwardine; stunt coordinator/boxing choreographer, Roy T. Anderson; associate producer, Jackie Kallen; assistant director, Richard Cowan; casting, Avy Kaufman. Reviewed at the Chinese Theater, Los Angeles, Feb. 11, 2004. MPAA Rating: PG-13. Running time: 111 MIN.

With

Jackie Kallen - Meg Ryan Luther Shaw - Omar Epps Sam LaRocca - Tony Shalhoub Gavin Reese - Tim Daly Felix Reynolds - Charles S. Dutton Renee - Kerry Washington Irving Abel - Joe Cortese

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