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JAY BARUCHEL plays a young and inspired but untalented boxer who makes some uneducated, racist remarks.MIKE COLTER plays Frankie's most prized fighter who leaves him after many years when he feels he's being held back.MORGAN FREEMAN plays a former boxer and resident handyman and assistant to Frankie who lives at the gym.She displays a lot of dedication and hard work to achieve her goal, but must deal with a serious setback. HILARY SWANK plays a thirty-something, white trash waitress who desperately desires to be a competitive boxer and wants Frankie to train her.He ends up caring for her deeply (including an unexpected turn of events), all while dealing with his own issues. CLINT EASTWOOD plays a crotchety, and seemingly constantly irritated boxing gym owner and manager who reluctantly agrees to manage Maggie despite his reservations.WHY THE MPAA RATED IT: PG-13 For violence, some disturbing images, thematic material and language. WILL KIDS WANT TO SEE IT? If they're into movies about boxing or are fans of someone in the cast, they might, but this one doesn't seem too enticing for most any other kids. Yet, with their respective personal issues with family and other matters, as well as an unexpected turn of events, the unlikely duo try to make the best of their situation. With hopes that she'll eventually get to fight German champion Billie "The Blue Bear" (LUCIA RIJKER), Maggie trains hard and starts piling up many victories. When she proves that she may have what it takes to be a champion, however, he eventually agrees to be her manager and trainer. Although his best friend and former boxer Eddie Scrap-Iron Dupris (MORGAN FREEMAN) - who looks after Frankie's gym - thinks he should give her a chance, the veteran initially refuses her repeated requests. To make matters worse, Maggie Fitzgerald (HILARY SWANK), a poor, thirty-something waitress, keeps pestering him to train her. Not only is his gym filled with mediocre to laughable boxers - Shawrelle Berry (ANTHONY MACKIE) and Danger Barch (JAY BARUCHEL) respectively - but his best fighter, Big Willie Little (MIKE COLTER), has just left him for a manager he believes won't keep holding him back from advancing to the big bouts. PLOT: Craggy veteran boxing manager and trainer Frankie Dunn (CLINT EASTWOOD) has seen better days. QUICK TAKE: Drama: A craggy veteran boxing manager reluctantly agrees to train an aspiring, thirty-something female fighter who's determined to make something of her limited life. (2004) (Clint Eastwood, Hilary Swank) (PG-13)