“Million Dollar Baby,” the latest film directed by and starring Clint Eastwood, is a portrait of two lonely people who forge an unlikely relationship. The acting is superb and the story is touching, but viewers should be warned that the final third of the film takes an unexpected and unsettling turn.

Eastwood stars as Frankie Dunn, a boxing manager who is not exactly down on his luck, but is having a hard time because his latest protégé has left him for another manager on the eve of a championship bout. Hilary Swank plays Maggie Fitzgerald, a boxer who wants to train with Frankie. Maggie is a person who has never had any luck at all. She is described knowing one thing all of her life, and that was that she was “trash.” Her one dream, hope and salvation is boxing, and she applies herself to her training with great determination. She asks Frankie to work with her, but he refuses to train “girls.” Maggie is persistent, however, and continues to work out at his gym.

Eventually, the third main character, Eddie “Scrap” Dupris, played by Morgan Freeman, takes a liking to her and begins to help her train. Scrap, Frankie’s longtime friend and gym manager, believes the girl has potential, and urges Frankie to take a chance on her. When Frankie finally agrees to take her on the movie kicks into high gear, and, through Frankie’s expertise and Maggie’s hard work and determination, the pair rise to the highest levels of women’s boxing.

Along the way, Frankie and Maggie form a strong bond, as close as any father and daughter. Each provides exactly what the other needs: her spirit and enthusiasm give him the courage to take chances and open his heart, and his acceptance and regard gives her the self-confidence she lacks. Their scenes together are well-written and touching without being overly sentimental. When Maggie tells Frankie “I’ve got nobody but you,” and he replies, “Well, you’ve got me,” it is clear that this relationship is more than either of them has ever had, and that it is enough for them both.

“Million Dollar Baby” is more than just a standard boxing movie, however. Approximately two-thirds of the way into it, the film changes course significantly. Clint Eastwood’s character is Catholic, and this is important to the shift in the film. Early in the movie, Frankie is shown going to church and praying devotedly, and he takes a perverse pleasure in annoying his priest by questioning him on basic Catholic principles. Toward the end of the movie, however, Frankie’s religious beliefs come into play in a more serious way. He is faced with an awful decision that tests his beliefs. After much struggle, he takes an action that is strictly against Catholic doctrine. Although the film shows what a difficult decision it is for him, it is ambivalent about whether he made the right choice. His priest tells him that if he takes that path, he will never be able to forgive himself, and that does seem to be true.

Clint Eastwood’s low-key style of acting is suited only to certain roles, and the character of Frankie Dunn is perfect for him. Eastwood’s performance as a quiet, cautious man who enters into this episode of his life without realizing what is happening to him is quiet, but powerful. His intense reserve lends a weight to the character. In one scene Frankie and Maggie visit her family, and Maggie presents her mother with a small house. The scene is set up with Maggie and her family inside the house, and Frankie outside, just visible through the screen door. Maggie’s mother responds not with gratitude, but with concern that the gift might interfere with her welfare status. She is also derisive about Maggie’s new career as a boxer. Although most of the action takes place in the house, your eyes are drawn repeatedly to Frankie; a different movie might have had him step in and confront Maggie’s family or make a scene. In this case he merely observes and when he tells her later she can count on him, it is no empty promise—they both understand what an important statement that is. Frankie is estranged from his own daughter, but he has now taken a chance on letting Maggie become important to him.

As Maggie, Hilary Swank truly makes a character come alive. Like Eastwood’s Frankie, Maggie seems to be a real person. Swank portrays Maggie as driven and determined, but multi-dimensional. In one early scene, Frankie tries to tell Maggie that she is too old to become a boxer. Up until this point, Maggie has been only optimistic and positive in the face of Frankie’s rejection. On this day, however, as she is celebrating her birthday with the purchase of a punching bag she has bought by scraping together her tips made as a waitress, she lets her cheerful façade drop for a moment. She explains to Frankie that boxing is all she has, and if she gives up on that she might as well give up on her life. In that moment, Maggie appears truly desperate, and her determination seems more admirable because her hold on it is so tenuous.

The third main character is Scrap, and the always-reliable Morgan Freeman delivers a pitch-perfect performance as the mediator between Frankie and Maggie. He narrates the story, and serves as the heart of the film, filling in back story and explaining motives. Each of these three actors has been nominated for an Academy Award for this film, and each one certainly deserves it.

“Million Dollar Baby” has also received nominations for best picture, best director, film editing, and best adapted screenplay. The film is definitely well directed and well put together. The boxing scenes are vivid and violent, and the exposition scenes are beautifully staged. Characters move in and out of the shadows, and each one is realistic and compelling. “Million Dollar Baby” may not be the easiest movie to watch, but it is one that is truly memorable. Although the film is rated PG-13, the graphic nature of the fight scenes and the emotional content would make me hesitate to recommend the film for young teenagers.