A man who has a way with horses, Tom picks Seabiscuit, a reportedly washed up and apparently troublesome three-year-old that never lived up to the champion heritage in his blood. He also chooses Johnny "Red" Pollard (TOBY MAGUIRE), a well-educated but unsuccessful boxer and jockey who's too small for the former but too big for the latter. Tom sees a kindred spirit in Johnny and Seabiscuit and quickly pares them together.

They soon start winning races, drawing the attention of flamboyant track announcer "Tick-Tock" McGlaughlin (WILLIAM H. MACY). Ever the salesman, Charles uses that to his advantage, as he wants his horse to take on War Admiral, the best thoroughbred out there. Yet, his owner, Samuel Riddle (EDDIE JONES), wants no part of the challenge. From that point on and despite facing adversity and various obstacles, Seabiscuit and the three men who handle him try for second chances in their lives, all while capturing the hearts and minds of the downtrodden American public.

Back in the 1930s, there was a horse similar to the latter in stature and winning spirit. Named Seabiscuit, the 3-year-old thoroughbred didn't look like a winner, but his riches to rags and back to riches story captured the minds, hearts and spirits of a downtrodden American public. His amazing story, and that of his human counterparts inspired author Laura Hillenbrand's novel, "Seabiscuit: An American Legend." Now, writer/director Gary Ross ("Pleasantville," "Dave") brings her tale to the big screen in "Seabiscuit."

Truncated from the novel's 400 plus page length, the film is obviously designed to engage and enthrall the viewer and, for the most part, it does just that. From composer Randy Newman's ("Monsters, Inc." "The Natural") sweeping score to John Schwartzman's ("The Rookie," "Armageddon") terrific cinematography, this tale of second chances and underdogs sounds and looks great, all the better with which to connect with the audience.

At times, however, all of that old-time nostalgia and aura - induced by the period look and score -- feels a tad too manipulative (as do a few too obvious parallel shots of horse and rider). That's especially true with occasional voice-over narrator David McCullough evoking the soothing vocal tone of gentler documentaries of the past (particularly those old Disney adventure ones).

Ross uses McCullough to impart the historical context and backdrop to the story. It's a narrative ploy that I liked, yet found distracting and ultimately mostly unnecessary in the overall scheme of things. The filmmaker also has a bit of a hard time condensing the early parts of the novel, thus resulting in something of a fractured and episodic feel. Once the characters and stories are in place, however, that feeling diminishes and the main part of the story finally comes to the forefront.

In short, what makes the film appealing and winning is that it's a story about four characters getting a second lease on life. Jeff Bridges ("K-PAX," "The Contender") - looking ever more like his brother Beau - plays a businessman whose family life is shattered by tragedy. Chris Cooper ("Adaptation," "The Patriot") is the American cowboy whose way of life is disappearing.

And Toby Maguire ("Spider-Man," "Wonder Boys") plays the failed boxer and jockey who finds a kindred spirit in Seabiscuit, a descendent of Man-O-War that never amounted to anything because he wasn't given the chance. The foursome's coming together - by fate or what have you - proves to be the catalyst that helps them heal and succeed.

The average moviegoer loves underdog tales - especially in sports flicks - and this film offers plenty of that and more. Somewhat surprisingly, and notwithstanding Eddie Jones ("Return to Me," "Sneakers") as a wealthy racehorse owner (of War Admiral no less), the film's only true antagonist is bad luck. Since most successful drama is based on conflict, and viewers are used to that, I'm surprised but also relieved that the filmmakers didn't insert a more notable human antagonist to fill the void.

Despite the film's early episodic problems and trying to maintain a consistent forward momentum, Ross gets good performances from his cast. They're not particularly outstanding and probably won't earn any nominations (unless there's a dearth of quality contenders in the remaining months of 2003), but they're solid and deliver what's required of them.

Cooper has the most interesting role since it's the most nebulous, while Bridges and Maguire are good at playing damaged souls. Elizabeth Banks ("Catch Me If You Can," "Spider-Man") doesn't have much to do (beyond looking like Parker Posey), but William H. Macy ("State and Main," "Magnolia") steals every scene he's in as a flamboyant radio personality (and source of comic relief). Real life jockey Gary Stevens is quite good in his debut performance.

Then there's Fighting Furrarri who plays the titular character (are horses considered actors if they play one of their own?). He certainly fits the bill (along with a number of others used in various scenes), and Ross and his production team have done a fine job of capturing his essence as well as the various races on film.

In the end, I liked this film quite a bit, but feel a bit disappointed that it didn't blow me away. Perhaps it was the manipulative elements or slow pacing. Then again, maybe it was the false climax that occurs long before the film is done and is more pleasurable than the actual finale. Whatever the case, it's still a rather good film that's a pleasing, engaging and welcomed antithesis to much of the dreck that Hollywood often produces. "Seabiscuit" rates as a 7 out of 10.