THE LAST LEGION is a reason to rejoice for action fans who prefer their battle scenes to be composed of flesh and blood rather than megabytes. Based on the novel by Valerio Manfredi, this is a sword-and-sandal epic that deftly weaves a tale of the fall of the Roman Empire with myth and magic, giving us plenty of swordplay and liberal doses of knowingly corny humor. In Rome of 476 A.D., 12-year-old Romulus Augustus (Thomas Sangster) is to be crowned emperor at the same time that barbarian king Odoacer (Peter Mullan) arrives with his fierce warriors--led by brutish Wulfila (Kevin McKidd)--to slaughter everyone in sight. With his family dead, young Romulus is captured and taken, along with his teacher--the wise mystic Ambrosinus (Ben Kingsley)--to the island of Capri. Learning that the Byzantine Empire has offered a safe haven for Romulus, surviving Roman soldier Aurelius (Colin Firth) teams up with fierce female warrior Mira (Aishwarya Rai) and sets out to retrieve the boy. Deceit on the part of the Byzantines, however, necessitates that Aurelius change direction for Britannia, home of the last safe outpost for Romans.

In an era where every thrill-ride film strives to be louder, bloodier, and more boundary-stretching than the next, THE LAST LEGION shows a charming, family-friendly restraint. The cast, led by two veteran English actors (Kingsley and Firth, the good guys), two fine Scottish actors (Mullan and McKidd, the baddies), and a Bollywood superstar (Rai, grand in her action sequence), is clearly having a blast. With rousing, elaborate (and bloodless) battle scenes, liberal humor, and a neat twist at its conclusion, this is old-fashioned B-movie making in the best sense of the word.