Contrary to how the trailers make it appear, "Million Dollar Baby" is no mere distaff "Rocky." And to say it doesn't go where you think it's going is putting it mildly.

That may sound coy, but to give away the plot twist that takes the film in a completely different direction nearly two-thirds of the way through would be unfair.

"Million Dollar Baby" is stirring and moving, and is arguably the best, most consistent movie Clint Eastwood has made since his Oscar-winning Western "Unforgiven" in 1992.

Not too coincidentally, Eastwood is also reunited with his "Unforgiven" co-star Morgan Freeman — and this movie suggests they should make a lot more pictures together.

But that's not meant to slight the film's star, Hilary Swank, who manages to prove with this performance that her Academy Award for 1999's "Boys Don't Cry" was no fluke.

Swank plays Maggie Fitzgerald, a female boxing prospect who has obvious talent and determination. But she's also in her early 30s, which is pretty old for someone who's just coming into the sport.

Maggie is hoping to enlist the help of Frankie Dunn (Eastwood), a once-famous trainer who owns his own gym. He's dead-set against training a woman boxer, though, and besides, he's consumed with guilt over some of his past actions.

Nevertheless, Maggie works out at his gym and bends the ear of Frankie's best friend, Scrap (Freeman, who also narrates). Together, they convince Frankie to give her a shot. And under his tutelage, Maggie does win all her fights. But believing that he's taken her as far as he can, Frankie decides to cut her loose just as she's about to challenge a championship.

It's at this point that the movie takes a very unexpected turn. And though the change in focus is a bit abrupt, the material manages to skew cliches.

The dialogue — scripted by veteran television writer Paul Haggis (and adapted from some of F.X. Toole's pugilist stories) — is sharp, though evidence suggests that it may have been punched up a bit by wily old veterans Eastwood and Freeman. Their interactions could carry the movie alone, but Swank's physical, convincing portrayal of Maggie is the icing on the cinematic cake. And it's enough to help the film overcome a couple of stumbling blocks, most notably the one-note portrayal of Maggie's relatives.

"Million Dollar Baby" is rated PG-13 for boxing-related violence, occasional use of strong profanity, some gore (nothing too graphic), brief drug content (including hypodermic use) and use of some crude slang terms. Running time: 132 minutes.

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E-MAIL: jeff@desnews.com