20 great movies from the past 20 years: Undisputed II Last Man Standing

I’m counting down to the 2025 best-of-the-year season by recommending 20 of my favorite movies from the past 20 years. We started last week in 2005 with Michael Haneke’s terrific movie Caché. This week, we move onto 2006 and a very different kind of movie: Undisputed II: Last Man Standing, starring martial artists Michael Jai White and Scott Adkins.

Undisputed II is technically a sequel to the 2002 prison boxing movie Undisputed. There is some carry-over: Michael Jai White technically plays the same character Ving Rhames did in the first Undisputed movie, and the premise is very similar. But there’s nothing in the first movie you wouldn’t pick up here, and the best way to watch Undisputed II is by skipping Undisputed, which isn’t nearly as strong as any of its sequels.

I first came across Undisputed II on a premium cable channel at my parents’ place while I was visiting one weekend during college. I touched on this in my oral history of Blood and Bone for Polygon, but whoever programmed the channel that weekend changed my taste forever, with three first-ballot entries to the (fictional, for now) Direct-to-Video Action Movie Hall of Fame: Blood and Bone, Universal Soldier: Day of Reckoning, and Undisputed II: Last Man Standing. That weekend was my baptism by fire into the world of Scott Adkins and Michael Jai White, and each movie is a crash course in how much you can accomplish with a simple premise, some incredible athletes, and people who know how to design action for a camera.

Undisputed II has an appealingly straight-forward plot: A harsh Russian jail run by the mob hosts a prison fight ring that is broadcast to rich assholes around the country who bet a lot of money on the fights. The prison has an undefeated champion, Yuri Boyka (Scott Adkins), a brash and confident Russian mixed martial artist who has earned his self-proclaimed title of “the most complete fighter in the world.” In order to keep the bets coming against a fighter who never loses, the mob ups the stakes by framing former champion boxer George “Iceman” Chambers (Michael Jai White) on fake drug charges, promising his release if he takes on Boyka in the ring.

The bare-bones plot allows Undisputed II to focus on what it does best: letting two expert screen fighters, each at the height of their athletic abilities, show off. The movie is filled with fantastic fights in and out of the ring, featuring jaw-dropping displays of physical skill and body control. There are so many sequences in this movie where Adkins or Jai White do a chain of unbelievable moves in an unbroken take that will make your jaw drop. 

It’s not just the skill and athleticism of its two stars: Undisputed II also has two action luminaries, director Isaac Florentine and second unit director/choreographer J.J. Perry, working behind the camera who know how to frame the fights to maximize their stars’ skills. Like quite a few other modern action filmmakers, Florentine started out as a director in the Power Rangers TV universe and has since helmed many DTV classics, including eight movies with Adkins. His strong sense of how to frame martial arts in the camera is bolstered by Perry, one of my favorite action designers working today. Perry’s long list of credits include designing action for Blood and Bone, multiple John Wick movies, Spy, and his recent directorial debut and follow-up Day Shift and The Killer’s Game. Combined with the skill of Adkins and Jai White, the team make some of the most breathtaking fight sequences you’ll ever see. Here is just one example, to give you a taste:

2006 also happens to be a very interesting time to make an underground fight ring movie, in the midst of the meteoric rise of mixed martial arts and the continued decline of boxing. That transition is captured directly in this movie, pitting a boxer (Chambers) against a mixed martial artist (Boyka). This choice creates some interesting stylistic differences in their fighting styles, but also some fun narrative beats – in a moment of hubris, Boyka initially agrees to restrict himself to boxing, thinking he can beat Chambers at his own game. Meanwhile, Chambers has to learn kickboxing and grappling (and how to defend them) in order to stand a chance.

Adkins’ performance as Boyka is so iconic it changed the course of his career and the franchise. It’s still the character he’s best known for, and he talks often about how people still call him Boyka in public. Undisputed III and IV, two other DTV favorites of mine, follow his character as the protagonist instead of Chambers. Boyka’s icon status is well-earned: He’s terrifyingly skilled, unwaveringly confident, but has a strong sense of professionalism (and ultimately, mutual respect with Chambers) that makes him a multi-dimensional character in a setting where it would have been easy to just write him as a one-note villain. He’s an exciting character to follow and eventually root for. For my part, I designed my player characters in fighting video games to be like Boyka for years after first seeing the movie.

My first contact with Undisputed II felt like a bolt of lightning. Growing up in a house with two English majors, in a culture that values stories that surprise us at every turn, I had watched movies for most of my life with an eye primarily for sharp dialogue, surprising plot points, or subtly woven themes. Undisputed II’s bare bones plot and direct approach to its subject matter genuinely rewired how I watch movies, and now I find an immense amount of value and entertainment in straightforward stories that execute what they want to do at a high level. It also opened me up to thinking about the language of cinema more broadly. Soon I found myself open to all kinds of other movie-watching experiences that I had previously kept at an arm’s length – other DTV action movies, sure, but also more experimental works and slow cinema that treat narrative and dialogue as a secondary concern. I’m a much happier and more well-rounded movie watcher as a result, and I credit that to DTV action movies like Undisputed II.

Undisputed II: Last Man Standing is streaming for free with ads on Fandango at Home, for free with a library card on Hoopla, and is available to rent on VOD platforms.