Coming in the wake of such Inspiring Sports Dramas as "Glory Road," "Gridiron Gang" and "Invincible," "We Are Marshall" has to convince an over-stimulated audience that it's more deserving of their Inspiring Sports Drama dollars than its predecessors were. It gets my vote. It's directed with surprising restraint and compassion by McG (whose work is usually as gimmicky as his name), earning our tears rather than jerking them.

It tells the true story of Marshall University, a small school in the small town of Huntington, W. Va., where a plane crash in 1970 took most of its football team, coaches, and several civilians. How does a community recover from that kind of disaster? Do you rebuild the football program in honor of those who died, or do you honor them by not rebuilding?

McG, with an earnest screenplay by first-timer Jamie Linden, shows the university grappling with these issues in the film's first act. (The plane crash itself is harrowing enough to be effective but discreet enough to be PG.) Paul Griffen (Ian McShane), one of the town's most prominent citizens, lost his star-quarterback son in the accident. He tells university president Don Dedmon (David Strathairn) not to rebuild. "It wouldn't be a game anymore," he says. "It would be a weekly reminder of what we've lost."

Dedmon is inclined to agree. Besides, the logistics of starting a team essentially from scratch -- all but four players were lost in the crash, and only one coach survived -- are mind-boggling. Even if a new team were created, surely it would play badly for weeks, maybe years. What kind of tribute would that be, replacing the all-star dead team with a crappy new one?

But there is another mindset held by Nate Ruffin (Anthony Mackie), a Marshall player who would have been on that plane if an injury hadn't kept him home. He thinks his fallen brothers would want Marshall to rebuild. To cancel the football program would be akin to giving up, and that's something Marshall players never do.

Once the right people are convinced of Nate's way of thinking, the film moves in to phase two: find a coach and find some players. The one remaining assistant coach, Red Dawson (Matthew Fox), wants no part in it. He's racked with survivor's guilt, tormented to think of all the high school students he recruited to come play football at Marshall, how they're all gone now. Coaching makes you a surrogate parent, and Red can't bear to think of losing any more sons.

Marshall finds an outsider who wants to coach, though, a loosy-goosy family man named Jack Lengyel (Matthew McConaughey). He finds some assistants and starts getting players however he can, including poaching from other Marshall sports and petitioning the NCAA to let freshmen play.

Of course the ultimate test is whether this newly assembled team can win a game as part of Marshall's healing process, and you get no extra credit for deducing ahead of time what will happen. "Suspenseful" is not a word I would use to describe the film -- not that it matters, mind you. A film like this is meant to be cathartic, not surprising, and this one hits all the right notes, from the inconceivable tragedy at the outset, through the grief and anger, into the rebirth and renewal.

There are cliches and cheesy lines sprinkled throughout, perhaps an unavoidable hazard in the Inspiring Sports Drama business. When mourning father Paul Griffen doesn't want the team rebuilt, Pres. Dedmon says to him, "This isn't about football, is it?" (Really? You think?) And some of the minor characters -- a dead player's fiancee, a surviving player who's reticent about getting on the field again -- are frankly uninteresting, their subplots inconsequential.

But most of the performances are heartfelt, from Strathairn's noble university president to Fox and McConaughey's tireless coaches, even to relative unknown Anthony Mackie's soul-searching survivor. The film is sweet and graceful, a well-made production that can inspire audience rah-rahs with the best of them.

Grade: B

Rated PG, several profanities, some mild violence, intense themes

2 hrs., 7 min.