Tall, dignified, semi-retired, and recently widowed Dr. Fuentes, against his children's advice, journeys into the rain forest of an unnamed Latin American country to search for medical students he sent out among Indian villages to fight common health problems. His travels reveal that nearly all his former students have been killed or put out of commission - some even by the villagers they went to serve.

Until now, Dr. Fuentes has lived comfortably from a solid medical practice in the capital city, but leaving the shore for the mountains, past historic ruins of older civilizations, where other powerless villagers lived at the whims of other armed men, he sees modern military and guerrilla soldiers alike aim to live from what their guns bring, and killing villagers just because they can. As he goes ever deeper into the jungle, the doctor finds his own story growing dreamlike and unreal.

Four people he meets accompany him: an army deserter turned thief (who first robs him), an ex-priest whose church's "Liberation Theology" inspired him to liberate himself, a local boy with an uncanny ability to sniff out every situation and who knows the area intimately, and a woman who hasn't spoken since being raped.

Other legends are mirrored: The doctor and his companions must take heart, find their voices, and discover courage, a la "The Wizard of Oz." As in "The Treasure of the Sierra Madre," everyone wants to go where life is better. Here, it's "The Circle of Heaven," a village so high in the mountains and deep in the forest that helicopters can't find it, so its people live free.

The doctor hears vignettes, has flashbacks, and meets two chatty, clueless Americans "antiques" lovers (Patinkin and Grody). Seeing the Americans, we know what Hollywood would have done with them. But here only "background" characters are important and interesting.

Writer-director Sayles, an independent filmmaker, can stand tall once again for going his own way, even directing and editing his film, and operating completely outside traditional channels, demonstrating once again that a director can.

"Men With Guns' dares look at social collapse. As its title suggests, the real story is often NOT "the official" one. The movie's magical realism, rarely successful on screen, here works beautifully.