The story begins in the 1820s, when Mexico encouraged development of its northern territory by offering free land to anyone, including U.S. citizens, who would settle there. By the early 1830's, conflict arose between the Mexican government and American residents or "Texians." As an organized rebellion developed, frontiersmen like Davy Crockett (Billy Bob Thornton) and boozy Jim Bowie (Jason Patric) took command, along with colorless Lt. Col. William B. Travis (Patrick Wilson). They were among the nearly 200 Texians killed in 1836 defending The Alamo, an old Franciscan mission-turned-fortress, during a savage 13-day siege by sadistic Gen. Santa Anna (Emilio Echevarria) and his 1,400 Mexican soldiers. Two months later, Gen. Sam Houston (Dennis Quaid) wreaked revenge at San Jacinto, shouting: "Remember the Alamo!"

If this sounds like a solemn history lesson, it is. Writers Leslie Bohem, Stephen Gaghan and John Lee Hancock, who also directed, go for authenticity. So the characters are flawed and dull - with the exception of Crockett, thanks to the eccentricity of Billy Bob Thornton. Meticulous attention is paid to the accuracy of the grandiose production; a canon-ball shot is amazing. And Carter Burdwell's wooden-flute music adds flavor. (Director Ron Howard's pre-production departure, with writer John Sayles and actor Russell Crowe, took its toll.) On the Granger Movie Gauge of 1 to 10, "The Alamo" is a talky, thoughtful, if rambling 6. But I suspect Disney chief Michael Eisner may someday want to forget he forked over $100 million for "The Alamo."