GLOUCESTER, Mass. - On a clear summer day, this coastal town is a tourist's delight - a hilly merging of sea, scenery and shops that looks out past the boats in its harbor to the Atlantic Ocean beyond.

Since 1650, approximately 10,000 Gloucester fishermen have died in the ocean's depths, among them the six crew members of a swordfishing boat named the Andrea Gail. No one knows for sure what happened to them or the boat that was bringing them home from the waters off Newfoundland during the Halloween nor'easter of 1991. But Nancy Riley of Gloucester, who knew crew member Bobby Shatford as "a really sweet guy," has a wish.

"I went to the memorial service for the crew," she says of the town's official goodbye to Shatford, Captain Billy Tyne, David "Sully" Sullivan, Dale "Murph" Murphy, Michael "Bugsy" Moran and Alfred Pierre. The farewell was held at St. Ann's Church atop a hill overlooking the harbor.

"They gave each of us a flower to throw into the sea. But I kept mine. I thought if I did, they might come home."

The Crow's Nest, a hole-in-the-wall bar that was patronized by Shatford and his fisherman friends, is separated only by a driveway from The Tourist Trap, where Riley sells souvenirs and copies of "The Perfect Storm," a best seller by Sebastian Junger that has afforded the Andrea Gail and its crew immortality.

Shatford's mother, Ethel, no longer tends bar there; she died of cancer last year on the anniversary of the Andrea Gail's disappearance. But she lived long enough to visit the set of the Warner Bros.' movie version of the book, scheduled to open today, and to meet the actor who would play her son, former rapper Mark Wahlberg, who rented Bobby's room upstairs for the two months of 1999 that "The Perfect Storm" was shot in Gloucester.

"The Perfect Storm" stars Wahlberg as Bobby Shatford and George Clooney as Capt. Billy Tyne. German director Wolfgang Petersen, who established himself with the thrilling German-language submarine drama "Das Boot" in 1981, was at the helm.

"This wasn't a caper," Clooney says while seated on a Gloucester dock on a perfect June day, a weathered red "Perfect Storm" cap on his head. He and others involved with the film were in town earlier this month on a promotional visit. "I felt a great sense of responsibility. This was like making `Titanic' nine years after it happened.

"Originally in the movie, there was a tendency to slowly turn Billy Tyne into Captain Bligh, but those elements were taken out," said Clooney. "Every time these characters do anything, they do the best they can. These are people with their backs up against the wall."

Raised in Kentucky, Clooney "had no idea of the difficulty of fishing. I didn't think it was nasty work or deadly work."

In fact, it is the deadliest work a person can do professionally in the United States, as more people are killed per capita on fishing boats than in any other line of work. This is just one of the fascinating facts found in Junger's book.

A handsome, blue-eyed man who had never before written a book, Junger still seems flabbergasted by the impact his book has had, not only on his life but on the lives of readers who continue to visit the Gloucester he so vividly described. Now an adventure-journalist who free-lances for magazines, he heads The Perfect Storm Foundation, which is dedicated to helping educate the children of Gloucester.

"I felt it was a little bit of a class issue," he says of his subject. "There are a lot of jobs that really cost a lot of lives - men's particularly - and no one acknowledges it.

"These fishermen often have no education. They have little or no money. There are people who get applause for being at risk during a performance. Not these men. If no one ever climbs Mount Everest again, it will be absolutely fine. But what if these fishermen stopped fishing?"

Junger spent 30 months stretched over a four-year period researching and writing the book, which describes the final days of the Andrea Gail based only on what happened with other Gloucester vessels caught in hurricane conditions. Its title refers to the once-in-a-lifetime convergence of weather elements.

Everyone connected with the film seems touched in some way by making it in Gloucester. John C. Reilly, who plays Murph, met the Shatford family and says he's "proud to tell the story of these guys." Mary Elizabeth Mastrantonio, who plays the real-life captain of a boat called the Hannah Boden, gives a eulogy in the film.

"I felt unworthy," she says of the scene filled with extras from Gloucester, many of whom knew the crew members. "I am just an actor and I kept thinking, `One of these people should be up here.' The church was thick with emotion."

Many friends and family members of the crew also turned out for a special premiere of the movie Wednesday in Danvers, Mass.

"It was very difficult. It was, you know, like a white-knuckle, holding on," said Rusty Shatford, the brother of Bobby Shatford. "I wanted it to end, but I didn't want it to end. I was happy with the outcome."

The film seemed to capture the audience's attention - no one strayed from their seat as the 129-minute movie unfolded.

Nervous chuckles from audience members who recognized local landmarks and fellow Gloucester residents quickly melted into rapt silence. Audience members fought back tears as the film neared its end with a memorial service to the fishermen.

"They did a wonderful job," said Mary Anne Shatford, sister of Bobby Shatford. "After seeing this I am proud to be Bobby's sister, and proud to be from Gloucester."

Associated Press writer Greg Sukiennik contributed to this story. 

The first half of "The Perfect Storm" may constitute the longest goodbye in movie history. It also threatens to become the most maudlin and laborious. Rarely have there been so many tearful foreshadowings of doom.

Movie review
Rating: **
"The Perfect Storm," with George Clooney, Mark Wahlberg, Diane Lane, William Fichtner, John C. Reilly, Mary Elizabeth Mastrantonio. Directed by Wolfgang Petersen, from a script by Bill Wittliff. 120 minutes. Several theaters. "PG-13" - Parental guidance advised because of language and scenes of peril.

"Be careful." "You be careful." "No one ever said goodbye to me." "You're on a cold streak." "We're starting to get an unlucky feeling." Do these Massachusetts fishermen and their women ever say or think about anything but their fears about going to sea?

"Don't go, Bobby, I've got a bad feeling," says Christina (Diane Lane), who is trying to start a new life with her boyfriend Bobby (Mark Wahlberg). "Just one more time," says Bobby as he prepares for a fishing expedition with his friend Billy (George Clooney).

Could there be anyone in the audience who doesn't realize what "just one more time" means in such a context? Even if you didn't know that "The Perfect Storm" is based on Sebastian Junger's best seller, which was based on a real 1991 sea disaster, you'd be wondering why these characters seem to know so much more than professional meteorologists about which way the wind is blowing.

The movie's biggest problem is that it has no real story to tell, and no characters who seem capable of talking about anything but their sense of oncoming doom. One of the fishermen (John C. Reilly) has a young son who inadvertently threatens to expose the threadbare narrative approach.

"Can we talk about something else now?" he asks. And please don't let it be the weather.

Screenwriter Bill Wittliff ("The Cowboy Way") spends so much time building up to the promise of the movie's title that he neglects to create a credible sense of the fishermen's day-to-day existence. They're shown to be hard-drinking, chain-smoking bar patrons, but their attempts at male bonding and macho challenges are straight out of Cliches 101.

"This is where they separate the men from the boys," Billy actually says at one point. "I want to catch up to you," he tells a female captain (Mary Elizabeth Mastrantonio) who has had more success catching fish lately. It's a tribute to Clooney's charisma that the actor gets away with it.

Cutting to the chase clearly would have been Wittliff's best option, because things do pick up on Billy's boat. The director, Wolfgang Petersen ("Air Force One," "Das Boot"), is in his element when he's staging a shark attack or a helicopter rescue or an episode in which Reilly's character gets dragged overboard - or Clooney is saying the "f" word and threatening the PG-13 rating.

Much of the film's second half is a tense roller-coaster ride, filled with computer-generated visual effects that sometimes succeed in suggesting a massive storm at sea. At other times, however, they're transparently illusions: a little too pretty, too slick, too perfect. (The same is true of "The Patriot" - so much costly computer animation, so many special effects that look no more convincing than the matte paintings of 1957.)

The filmmakers try to bring in other stories, but they're only intermittently successful. Karen Allen is wasted (and barely visible) in a sidebar episode about another boat trapped in the chaos, while Chris McDonald shows up as a television weatherman who seems both delighted and horrified by the storm he dubs "perfect."

James Horner, the Oscar-winning composer of the "Titanic" score, was hired to do his sea-disaster thing again, but the music is mostly a weak echo of Aaron Copland's "Appalachian Spring." When it does recall "Titanic," it simply reminds you that the victims in that movie didn't know they were going to die. And that's a much more plausible dramatic option. 

BOSTON -- Though the red carpet had been unfurled outside the doors, no one attending Wednesday night's screening of "The Perfect Storm" at the Fenway Theatres fooled themselves into believing they were attending the screening.

The screening, occurring almost simultaneously at a shopping mall theater complex in Danvers, about 45 minutes north of Boston, was where the stars of this summer's special effects blockbuster had gathered along with a sizable contingent from Gloucester, the fishing community that in October 1991 dispatched six of its sons into the the maelstrom of a North Atlantic meteorological anomaly.

While the weather forecasters (who missed no opportunity to report that no such similar storms were on the horizon) and entertainment reporters representing the local television stations did their live remotes from the Liberty Tree Mall in Danvers, before a backdrop of fans awaiting the arrivals of George Clooney and Mark Wahlberg, those filmgoers who brought still cameras to the downtown Boston screening happily settled for a photograph taken with Sebastian Junger, the journalist who turned the watery deaths of the crew of the Andrea Gail into the best-selling narrative that caught the attention of Hollywood.

Junger and the Perfect Storm Foundation, an organization founded by the author to provide educational opportunities to the children of Gloucester fishermen, sponsored the private screening far from the maddening crowds -- not taking into account the 33,000 squeezed into Fenway Park for that evening's game between the Red Sox and Baltimore Orioles.

And it was through an involvement with the foundation -- kindled by a connection to the movie -- that Kirk and Pam Larson of Barnegat Light forked over $200 so that their family might attend the Boston premiere.

In and around Barnegat Light, the Lindsey L. -- part of Kirk Larson's three-boat fleet -- is still known as precisely that. But, for nine weeks last summer and in film immortal, the Lindsey L. assumed the role of the Hanna Bodin, a companion vessel to the ill-fated Andrea Gail.

Like a proud parent observing an offspring in a school play, Pam Larson admitted to becoming teary-eyed upon seeing the 76-foot scalloper in the film's opening sequence.

Her husband, the mayor of Barnegat Light, who no longer fishes in order to concentrate on the business side of the operation, viewed the events unfolding on the screen more pragmatically.

To Larson, "The Perfect Storm" will give the public an inside glimpse at the rigors and dangers faced each day by commercial fishermen, while dispelling an image in Junger's book that he felt unfairly portrayed them as capricious, hard-drinking womanizers.

"Sure, fishermen drink," said Larson. "But it's no different than guys going to a bar off Wall Street after a day of trading."

Larson's brush with Hollywood -- his name is listed in the movie's credits -- began after the producers' research revealed the Lindsey L. to be a product of the same boat yard, Eastern Marine in Florida, as the Andrea Gail and Hanna Bodin.

After agreeing to terms with Warner Bros., beyond monetary considerations, Larson stipulated that his crew pilot the boat on location in Gloucester. And the producers dispatched engineers to Barnegat Light to take exact measurements of the Lindsey L. for reproduction purposes.

Only the Andrea Gail, played in the movie by another Eastern Marine boat, Lady Grace, was used in the film's computer-generated storm scenes, relegating the Lindsey L. to the nautical equivalent of a supporting role.

The scenes were shot in a 22-foot-deep tank,a remnant of Spencer Tracy's cinematic rendering of "The Old Man and the Sea".

Larson allowed that in 22 years working the ocean, he'd seen many a storm, but nothing compares to the magnitude of the one depicted on screen. Part of that he attributed to not venturing as far offshore as the big-fish seeking crew of the Andrea Gail -- scallops are harvested on the Atlantic shelf at a point before the ocean drops off to its steepest depths -- and part came from good sense.

"Whenever we knew a hurricane was coming, we'd head in," he said.

In that regard, Larson hopes "The Perfect Storm" will serve as a cautionary tale for those who think large cash outlays can offset the ravages of nature.

"A lot of people think they can fish just because they bought a big, expensive boat. I hope this movie opens their eyes and shows them that just because someone spends $50,000 or $100,000 on a boat, it doesn't mean they're invincible."

After stopping at a television studio in Edison, N.J., to discuss their boat and the movie, the Larsons returned to Barnegat Light yesterday afternoon. Tonight, along with a good number of fishermen from southern Ocean County, they'll watch "The Perfect Storm" again at a multiplex in Stafford.

There are several Web sites about the movie and the storm, including: "Perfect Storm" movie site:www.perfectstorm.netPerfect Storm Foundation:www.perfectstorm.orgU.S. Coast Guard Perfect Storm res-cue photos and links:www.uscg.mil/news/cgnews.htmlLine is overdrawn National Climatic Data Center sat-ellite images and discussion of storm:www.ncdc.noaa.gov/satgallery/cyclones/pfctLine is overdrawn storm91/pfctstorm.htmlUSA Today discussion of storm:www.usatoday.com/weath-er/wdisguis.htm

Big studio movies are adept at providing spectacle. ``The Perfect Storm'' also makes us care.

Oh, sure, the film's main selling point is its hair-raising re-creation of the 1991 hurricane that was the inspiration for Sebastian Junger's nonfiction best seller. Director Wolfgang Petersen and his special effects crew conjure up the storm with a fury and terrifying grandeur that will provide nightmares for weeks to come.
But along with the awe this film leaves us with a sense of genuine loss. ``The Perfect Storm'' centers on the crew of the Andrea Gail, a commercial fishing boat out of Gloucester, Mass., and thanks to some extraordinarily good acting, these scruffy blue-collar types emerge not as cliches, but as flesh-and-blood humans.

Screenwriter Bill Whitliff (TV's ``Lonesome Dove'') knows that the film is back-loaded with big storm sequences, and so in the first 30 minutes has to introduce the major characters with a few deft strokes, establishing situations and personalities that will resonate throughout the film.

Among the Andrea Gail's crew is Murph (John C. Reilly), a divorced man struggling to maintain a fatherly relationship with his young son; Bugsy (John Hawkes), whose goofiness is leavened by the sadness of having no woman in his life; and Alfred (Allen Payne), a Jamaican whose time on dry land is one long erotic encounter.
Most of all there's Bobby (Mark Wahlberg), a local boy who only recently signed on as a fisherman because he's desperate for money; he's determined to marry his girlfriend, Chris (Diane Lane).

And finally there's the captain, Billy Tyne (George Clooney), a grizzled veteran with a reputation for finding fish even where they aren't. But this year's take has been disappointing. Not only is Billy's pride bruised by comments that he may be losing his touch, but also he and his crew are hurting financially.
Which is why Billy decides to make a risky late-season run to the Grand Banks and the Flemish Cap in the mid-Atlantic. It's late October, the season for storms. But if the Andrea Gail's crew can survive and find the fish, they'll be able to redeem a frustrating year.

As the storm builds, trapping the Andrea Gail far out to sea, the story cuts between the fishermen's battle against the elements and the efforts of a Coast Guard helicopter crew to rescue three pleasure-boaters whose schooner threatens to break up in the punishing waves.

Taken just as an adventure tale of survival and nature at its worst, ``The Perfect Storm'' is almost entirely successful, with Petersen putting aside directorial flourishes and concentrating on immersing his audience in the story.

Clooney pretty much puts his pretty-boy image behind him with his performance as Billy, a man who is equal parts Ahab and working stiff (yeah, no fisherman ever had Clooney's perfect teeth, but we'll let that slide). Even more of a revelation is Wahlberg, whose on-screen romance with Lane may be the most satisfying man/woman relationship in the movies this year.
But utlimately ``The Perfect Storm'' is about what happens when man tries to defy Mother Nature. And thanks to the state-of-the-art special effects, Mother Nature puts on one heck of a show.

Maybe you've heard of a book called "The Perfect Storm."

It was only on The New York Times best-seller list for about 7 million weeks.

Author Sebastian Junger spent many hours hanging around docks and bars in Gloucester, Mass., piecing together the true story of six fishermen who battled one of the most powerful storms in history.

People went nuts for it. They acted like they'd never seen anything like it before. You'd think Tom Wolfe never wrote "The Right Stuff" or something.

Obviously such a book could not escape being made into a movie, and here we have it.

In some respects, "The Perfect Storm" is true to its source. The lives of Gloucester fishermen are depicted full of fish guts, long-neck beers, puncture wounds and debt.

But you can guess what Hollywood did. Screenwriter Bill Wittliff took all the action and left the rest behind.

"The Perfect Storm" tells the story of the Andrea Gail, a swordfishing boat that in October 1991 sailed straight into one of the worst storms ever.

Her captain, Billy Tyne, had just come off a disappointing season. He was hoping to cut his losses on the last run of the year, so he took a few chances.

The movie opens ashore, and until it leaves port, it lumbers along like a walrus stranded on the sea ice.

There are strained soliloquies to the pleasures of swordfishing; declarations of love so syrupy they make your teeth hurt.

But at sea, "The Perfect Storm" is fascinating and thrilling, depicting fishermen and their struggles against nature so vividly that you can almost taste the brine.

The crew hooks baitfish through the eyeballs. They gaff huge wriggling swordfish and chain-smoke cigarettes in the galley.

Capt. Tyne, played by George Clooney, hunches over his charts and frets. Sully (William Fichtner) and Murph (John C. Reilly) engage in a smoldering feud that could ignite at any moment.

Alfred Pierre (Allen Payne) and Bugsy (John Hawkes) try to keep the mood light, while Bobby Shatford (Mark Wahlberg) pines for his new girlfriend, Christina (Diane Lane).

Then the storm hits.

We're served the meteorological details in a series of cheesy vignettes featuring a TV weatherman (Chris McDonald) who sees it all coming together on his radar screen.

Hurricane Grace is moving up from Bermuda, a cold front is sweeping down from Canada and another storm is brewing in the North Atlantic. When these three collide, "The Perfect Storm" shifts into action mode.

The dialogue goes to pot, but the special effects can't be beat. The crew of the Andrea Gail fight for their lives in a roiling, watery mountainscape that nearly induces nausea.

Then things settle down again, and we're back to a skin- deep world of forced emotion and poor dialogue.

We've seen men work like slaves, live like dogs and go through the worst of situations. But when the credits roll, why they do it remains a complete mystery. 

(CNN) -- Despite its $140 million price tag, "The Perfect Storm" is far from perfect. Director/producer Wolfgang Petersen did a lot better underwater in "Das Boot," the gripping 1981 film. "Storm" is not exactly a remake of "Twister"(1996) on the water, but it comes close.

"The Perfect Storm," whose title comes from a book of the same title by Sebastion Junger, is based on a true story. In the fall of 1991, the so-called "storm on the century" hit the coast of New England. The film attempts to recreate the mayhem that tempest wrought.

Caught in the melee are six fishermen from Gloucester, Massachusetts. Billy Tyne, played by George Clooney, is the captain of the Andrea Gail, a swordfishing boat. His crew includes rookie fisherman Bobby Shatford, portrayed by Clooney's co-star from last year's "The Three Kings," Mark Wahlberg. John C. Reilly plays the kindhearted Dale "Murph" Murphy.

The remaining crew, David "Sully" Sullivan, (William Fichtner), Michael "Bugsy" Moran, (John Hawkes) and Alfred Pierre (Allen Payne) -- are never fully realized as characters; they serve mainly as cinematic wallpaper.

A fateful decision
Our story begins on land, where Tyne and crew realize they have had a series of disappointing catches.

So Tyne decides to take the Andrea Gail out one last time before the the swordfishing season ends -- and just before the gale season begins. Viewers meet the tight-knit group of people in the lives of the six as they prepare to head out.

Mary Elizabeth Mastrantonio plays Linda Greenlaw. She's the captain of another boat, the Hannah Boden, and she and her crew have had much better luck at sea. She also has a soft spot for Tyne.

Diane Lane plays Christina Cotter, Shatford's girlfriend with whom he is trying to build a new life after a messy and expensive divorce. She's strongly opposed to his venturing out on a final voyage for the season; Shatford, needing cash, decides to go anyway.

The rest of the crew? Any attachments they may have are only briefly and barely outlined, thereby undercutting any emotional investment the audience could possibly muster for the group.

As the Andrea Gail sets out to sea, you can almost hear the theme song from "Gilligan's Island" -- "Just sit right back and you'll hear a tale, a tale of a fateful trip..."

A bonanza, then bedlam
At first the men have little luck, then Tyne decides to push on to the Flemish Cap, a remote area where swordfish are usually plentiful. They hit the jackpot, and soon their hold is full of fish. Unfortunately, the ship's ice machine breaks just as a menacing storm front develops. The captain is faced with a hard decision: Wait out the storm, and end up with rotten fish, or race for home and pray for the best?

Unaware of the storm's magnitude, and unwilling to waste hundreds of thousands of dollars worth of fish, the six buckle down and churn for home.

At this point the story intercuts -- awkwardly -- with another drama happening far to the south. A private yacht with a family of three (Bob Gunton, Karen Allen and Cherry Jones), are also caught in the storm's fury, prompting a breathtaking rescue attempt by the crews of a Coast Guard cutter and Air Force helicopter.

This subplot actually contains more drama and tension than the main story. The courageous feats of these military men are awesome as they repeatedly plunge into the raging sea to save the lives of the people on the ill-fated yacht.

Throughout the second half of the film, everybody is screaming their dialogue over the special-effects sounds of the thunderous storm -- and James Horner's pounding score -- as we go back and forth between the two dramas. There's also an occasional side trip to the mainland, where the people of Gloucester hang out at the local bar, the Crow's Nest, waiting for news.

It's all too much. With all the waves crashing, people screaming and boats rocking, the film's scenes begin to look alike and interchangeable.

To their credit, the filmmakers did not tack on a happy-faced "Hollywood" ending to this true story. A pity you cannot give them more kudos than that

Bring a slicker to "The Perfect Storm," in which monumental waves and bruising rainstorms re-create a squall on the Atlantic.

Based on -- and, in many ways, better than -- Sebastian Junger's book, "The Perfect Storm" is mostly set on the Andrea Gail, a fishing boat caught in 80-foot waves. The first thing the movie gets right is its recognition that half the drama is back on shore. The movie keeps track of white-knuckled Diane Lane, Rusty Schwimmer and Janet Wright, who study weather reports for clues to their loved ones' fates.

"The Perfect Storm" is a grown-men-cry movie, with stoic guys battling long odds. Director Wolfgang Petersen captures the gallows humor of men in a dangerous profession and efficiently sketches in a bunch of characters, chief among them the Andrea Gail's captain, Billy Tyne. Played by George Clooney, Tyne hasn't caught many fish lately, and everyone knows it, so we understand why he might push the Andrea Gail out farther than she ought to go.

   Junger's book did a dandy job of describing the weather that led the Andrea Gail into troubled waters, but "The Perfect Storm" has an advantage because its special effects can show the monstrous waves, which make the boat look like a rubber ducky in an especially frenzied Jacuzzi.

"I was standing in the wheelhouse of the Andrea Gail during the storm with the captain, Billy Tyne, and all the other guys were down below," Junger recalls. "There were huge walls of gray water moving at us, exploding against the boat. In the dream, I knew they all had to die, because they were the crew of the Andrea Gail. I didn't have to worry about dying because I was a journalist. I was going to get magically extracted from there somehow.

"But the dream made me realize just how scary it must have been for them. I remember thinking, 'My God, these poor bastards must have been terrified.' And when I woke up, I thought, 'When you write this book, remember these men are not just characters. These were real people, real guys, with girlfriends and families.'"

In part due to Junger's respectful, clear-eyed approach, which made his recounting of the 1991 tragedy all the more wrenching to read, "The Perfect Storm" went on to become a phenomenal bestseller. And when it came time for the inevitable Hollywood adaptation, the makers of the movie set out to treat the material with the same sensitivity.

Our biggest concern was not so much making a piece of entertainment out of people's deaths, but that we're making it so soon after they died," says George Clooney, who plays Tyne in the film. "It's one thing when you're making 'Saving Private Ryan' 60 years after the fact. It's a lot tougher when you know these guys' kids are still running around this town, they're only 15 years old and they can barely remember their dad. It becomes a huge responsibility for us to represent these men in the best possible light."

The studio asked Junger to write the screenplay himself, but he respectfully declined. But he did agree to consult and offer suggestions. "There were certain things I wanted to make sure they did: That they were respectful of the town, that they didn't romanticize the fishing industry or make fun of it, and that they stayed true to the ending of the book. Beyond that, I just want to be entertained."

It was screenwriter Bill Wittliff who wound up streamlining Junger's book into a two-hour film.

What the film does that the book did not is plop you aboard the Andrea Gail from the moment it sets sail to the time it's finally overcome by the sea. Along the way, the movie envisions a string of incidents that may or may not have taken place aboard the Andrea Gail.

"In the book, Sebastian is very careful to say this is what could have happened, because it has happened to other boats," director Wolfgang Petersen says. "But a movie doesn't work the way Sebastian's book works. You have to be able to go with the Andrea Gail from the beginning to the very end, which means that at some point, you have to make things up."

Once the screenplay was in place, Petersen set out to cast the film. For the role of Capt. Tyne, his first choice was Nicolas Cage, but the actor opted to do "Gone in 60 Seconds" instead. His next choice was Mel Gibson, with Clooney on deck to play Bobby Shatford, the Andrea Gail crew member whose life was the most fully detailed in the book.

But Warner Bros. balked at Gibson's salary demands ("$25 million and 20 percent of the gross," Petersen says). So Clooney, who commands a comparatively cheap $10 million, got bumped up.

It was Clooney who then recommended Mark Wahlberg, his co-star from "Three Kings," for the role of Shatford.

Although budget-conscious studio executives wanted to shoot in Nova Scotia (where it's cheaper), producer Gail Katz insisted they had to film on location.

"We were adamant, because you couldn't recreate Gloucester somewhere else," she says.

The actors strived for the same kind of authenticity. Wahlberg, for example, moved into the Crows Nest, the popular bar-inn featured prominently in the book, 2 1/2 months before shooting began in order to bond with the local fishermen and work up a believably salty demeanor.

During that time, Wahlberg befriended members of the late Shatford's family.

After three weeks of filming in Gloucester, the production moved to Warner Bros.' mammoth Stage 16 in California, where a giant soundstage tank was used to film most of the storm scenes. The raging ocean would be added in later via computers.

For nearly four months, the actors were doused daily with 2,000 gallons of water dropped from tanks high above the stage and blasted from water cannons. There also were rubber sharks with unexpectedly sharp teeth to contend with, prop swordfish that weighed as much as the real thing (500 pounds) -- and, of course, lots and lots of motion sickness.

It was not a place for wimps.

"There are moments in the movie where I started to cry," Wahlberg says. "Wolfgang asked me, 'Is that a choice you made as an actor?' And I said, 'No, I was crying.' I was just so drained. Of course, he put them all in the movie."

"There were some cuts and bruises, but no serious stuff," Petersen says. "I wanted the actors to be under stress. I wanted to see the pain and exhaustion, the despair on their faces, because fishing is such hard work. If you want to do just good old acting, you can go make 'My Dinner with Andre.' But this is 'The Perfect Storm'"

THE PERFECT STORM. With George Clooney, Mark Wahlberg, Diane Lane, John C. Reilly, Mary Elizabeth Mastrantonio. Directed by Wolfgang Petersen. At area theaters. Running time: 129 mins. Rated R: Harsh storm scenes, language.

The Perfect Storm," a three-pronged hurricane in the North Atlantic described in meteorological detail in Sebastian Junger's best seller, wasn't so perfect for the Gloucester, Mass., fishermen who died in it.

Part truth, part fish story and a whole lot of special effects, director Wolfgang Petersen's speculative reenactment makes for gripping summer entertainment — if you don't mind a little corn floating in your brine.

It's a rare actor who can look good in orange coveralls and a plaid shirt, but both George Clooney and Mark Wahlberg manage to pull it off as they load up the ill-fated Andrea Gail for its last run of the 1991 season. Hardly any swordfish boat in this historic fishing town goes back to sea this late in October, and none of them go to a place so hellish it is spoken of with exclamation points: the Flemish Cap!

The trip is a gamble, but one that could be extremely lucrative and face-saving for grizzled, dedicated Capt. Billy Tyne (Clooney), newly in-love Bobby Shatford (Wahlberg) and a host of crewmen (including John C. Reilly and William Fichtner) with messy private lives.

They all call the Andrea Gail home, except when they're sitting around the dockside bar hoisting a few and talking about the ones that got away. "You're on a cold streak," Billy's landlubber boss says of his latest haul.

It is a matter of pride and finances that makes the guys turn right around and head out for more — not just to the Grand Banks ("They're no joke in October!"), but to — you got it ... "The Flemish Cap?" asks one old salt, as if there were seaweed clogging his ears.

This particular part of the ocean is noted for "lotsa fish and lotsa weather." The movie sets up the characters (fishermen, wives and girlfriends, grudges, unfinished business, etc.), plus a few waterlogged subplots that throw the pace off. Then the movie begins cranking up a mighty fine storm, with all the trimmings — a Force-12 hurricane that turns boats, people and big dreams into debris.

Clooney and Wahlberg worked together in "Three Kings," and they have an easy rapport that's just as easy on the eyes. Billy and Bobby learn about loyalty, courage and damp underwear as they grapple with an unusual confluence of three storm systems slamming into each other.

The action occasionally breaks away to a TV weatherman who is so turned on by the story of his career that he is glued to his roiling and blinking weather charts. More effective are some exciting side excursions to the plight of a rescue helicopter.

"You're headed right for the middle of the monster!" screeches a fellow fishing-boat captain (Mary Elizabeth Mastrantonio) from slightly calmer waters, as she tries to raise the Andrea Gail on the radio. But Billy's having trouble answering just now — he's trying to put the antenna back up without getting his arm ripped out of its socket.

Petersen, the director of the classic submarine movie "Das Boot," loves to mix danger with confinement. (He also directed "Air Force One.") The movie tries to give a sense of what attracts people to this perilous line of work — the challenge, the salt spray, the independence.

Mostly, though, swordfishing looks like a savage, unpredictable and depressing job, especially when you're staring into the teeth of the worst storm of the century.

A lot of bad weather and a little bit of characterization make for a modestly suspenseful and entertaining "Perfect Storm.'' Adapted from Sebastian Junger's nonfiction best seller, the movie wisely relies on the true story's primal confrontation - men alone against the sea - for its dramatic power. Some digitally construed waves help, though not as much as you'd think. In fact, the movie may end up as crucial evidence in the argument against computer-generated effects. But anyone with the slightest imagination should be able to overcome manufactured illusion and quail before the unleashed power of nature.

Handsome and charismatic as usual, despite efforts to make him look grubby, George Clooney stars as a Gloucester fishing boat captain, Billy Tyne, who, at the end of the 1991 fishing season, is having a run of bad luck. After a disappointing voyage, his boat's owner (Michael Ironside) threatens to fire Tyne if next season's outing isn't any better and, thus fired up, Tyne collects his five-man crew and heads back out to sea. Only this time, instead of fishing the Grand Banks, the relatively nearby fishing grounds, he pushes on to the Flemish Cap, a more distant, but perhaps more promising, source of his desired catch, swordfish.

The fishing is good, but when the boat's ice machine breaks down, Tyne is forced to run as quickly as he can back to port. This takes him into the path of a storm, but the experienced captain, after checking with his crew, decides to plunge through it. Unfortunately, Tyne doesn't know - and never does find out - that this isn't just a normal storm, but the collision of three massive fronts, including that of a huge hurricane.

As played by Clooney, Tyne comes near to being a fascinating figure. While he could certainly use the money a good catch would bring, he's clearly motivated by deeper urges. There's almost an Ahab-like quality to his obsessional pursuit of a good catch, one that can't be explained by simple economic motives.

Clooney doesn't get much space to expand on what amount to character hints; in fact, he spends most of the movie clutching to a piece of his boat, shouting to make himself heard over the roar of wind and waves. But he manages considerably better than the rest of his crew. Since he's played by heartthrob Mark Wahlberg, the young Bobby Shatford gets some time carved out for himself, including most of the movie's romantic scenes (though Clooney gets a couple of scenes with friendly rival captain Mary Elizabeth Mastrantonio). But Wahlberg and Diane Lane, who plays his girlfriend, aren't up to delivering the pseudo-poetic, condescendingly working-class dialogue they are handed. William Fichtner and John C. Reilly, exceptionally talented character actors, do a better job of playing crew members who have it out for each other, almost to the point of murder, but the movie stops short of plumbing their depths. Still, they manage better than the crewmen played by Allen Payne and John Hawkes, who are almost filler.

Director Wolfgang Petersen does much better once the wind begins to howl and the seas rise and crash. The fate of Tyne's boat, the Andrea Gail, is only one of the movie's concerns. In parallel action, we see a small pleasure sloop with vacationers (Bob Gunton, Karen Allen, Cherry Jones) sail into the hurricane where they have to be rescued by a Coast Guard helicopter rescue crew. That crew is then summoned to help the Andrea Gail, but to do so, it must refuel in flight in heavy winds. The attempts fail and, out of gas, the crew has to be rescued by its own cutter.

This subsidiary action may seem beside the point, but it may offer a clue to Petersen's intentions and also explain the lack of characterization. It seems, for example, that the sea itself decides who lives and who dies; it is important for people to struggle, but the value is in the struggle, not the foreordained outcome. Rather than tell the story of working fishermen who get caught in a storm, the German-born director may be trying to tell a more mythically oriented parable of nature. Although in Hollywood, he has mostly directed OK action fare ("Air Force One''), Petersen once made less formulaic films: "Das Boot,'' his tale of a German U-boat crew, was a tribute to the brotherhood of warriors; "The Neverending Story,'' a pure fantasy; and his first American film, "Enemy Mine,'' an oddball sci-fi outing.

So "The Perfect Storm,'' with its somewhat grandiose title, may be seen as a kind of mythic encounter between men, who undergo a strange rite of purification, and the sea, which then takes them for herself.

The action scenes are full of semi-ritualistic moments in which the sea reaches out and changes the crew and their relationships.

And just before the climax, Petersen projects a strange benediction on the men as if they were about to reach some sort of apotheosis.

Too bad the effects aren't as grand as Petersen's conception. Made at Industrial Light & Magic, the waves look almost real.

Unfortunately, this isn't horseshoes. When it comes to effects, missing by a little is not that different from missing by a lot.

Too many of the scenes look cooked up rather than photographed. You still have to force the suspension of disbelief to believe the fishermen, if not the movie, are all at sea.

Finally, the movie's screenplay on most of the media material is credited solely to Bill Wittliff, a veteran screenwriter, especially of Westerns ("Lonesome Dove,'' "Legends of the Fall'').

Yet, on the screening invitation, the screenplay credit is split between Wittliff and another veteran, Bo Goldman ("Melvin and Howard,'' "Shoot the Moon''). Go figure.

Much of "The Perfect Storm" was filmed on location in Gloucester, Mass. Some of it, including the worst storm scenes, was filmed inside a studio in Burbank. And a small part of it was filmed off the coast of Dana Point.

Director Wolfgang Petersen said the waters off Orange County were used in a scene when the fishermen reach an area hundreds of miles east of New England known as the Flemish Cap. While a storm builds closer to shore, the weather and seas are perfect in the Flemish Cap.

To capture that calm and beauty, Petersen chose Dana Point. If he'd filmed the whole movie here, he would have had to call it "The Perfect Day," and a lot of the drama would be lost.

In the fall of 1998, long before filming was to begin on the movie "The Perfect Storm," director Wolfgang Petersen and a small production team traveled to Gloucester, Mass., to scout locations.

On the first night, the group stopped by a local tavern called the Crow's Nest for a round of beers. The pub is a fisherman's hangout, and a focal point of the film, which opens today.

Shortly after they arrived, Petersen said, he saw an obviously intoxicated man stagger toward him. The man was not acting in a threatening manner, but he seemed determined to deliver a message.

He sidled up to Peterson, put his arm around the director's shoulder and squeezed firmly. He leaned in close and whispered: "You better get it right."

The heartfelt message rang true for Petersen at that moment, and continued to ring true for the director through the duration of filming of the nearly $140 million action film, which is based on Sebastian Junger's best-selling book about a group of real Gloucester swordfishermen who went out for one last, risky run just before Halloween in 1991 and ran smack into the worst storm of the century.

The reason meteorologists called it the "perfect storm" was because it represented an unusual meeting of three distinct storm fronts, which should not have met but did, to disastrous results.

Although Junger's book is a nonfiction account of the storm, Petersen's movie, which stars George Clooney and Mark Wahlberg, is a fictionalized account of the events, using the book as a starting point.

"I got goose bumps when that fisherman said that to me," Petersen said last week during a rare break at his office on the Warner Bros. lot in Burbank. The director, who has made a number of Hollywood hits, including "Air Force One" and "In the Line of Fire," is better known for directing the best submarine movie ever made, the 1981 classic "Das Boot."

"It made me a little nervous, too. I had a great responsibility to get this story right. Their lives have always been in the shadows. Nobody knows about them or their struggles, their hopes or their dreams. They exist in a closed, tight-knit society, and now a book and a movie were putting the searchlight on them.

"I understand their concern, and it became my concern. That's why we held a press conference before filming began, just to allay the fears of the people of Gloucester."

At that press conference, held on the fishing docks of Gloucester and attended by local dignitaries as well as members of the fishing community, Petersen explained what he was trying to accomplish.

"I knew they liked Sebastian's book, but I had to emphasize that we were making a drama, " the director said. "I told them we were not making a documentary. We were making a Hollywood drama, but we would try to be totally honest to the facts as we know them. We wouldn't change the ending, of course, but we had to go beyond what Sebastian wrote.

"I told them we would have to follow the boat out to sea, and we would have to make up the dialogue and character development. I asked them to trust us to be respectful to the fishermen, and to create a strong sense of reality. Everything we did was based on options presented in Sebastian's book. We always tried to make logical leaps based on his book."

Petersen, 59, said he is confident that the people of Gloucester, not to mention the general public, will permit his film to speculate on what happened on that fishing boat called the Andrea Gail.

"I believe movie audiences will allow you some leeway if your speculations are logical and not far-fetched," he said. "If the story makes sense and keeps your interest, then the audience will forgive you."

RIDE THE WILD SURF

On a wall of Petersen's outer office is a gift from the technical geniuses at Industrial Light & Magic, the company that created the visual effects in "The Perfect Storm," including the 100-foot wave that figures prominently in the movie and its marketing campaign.

The gift is a mounted picture of that same wave, but instead of the shot of the fishing boat trying to climb the wave, the ILM guys erased the boat and replaced it with a photo of Petersen surfing the gnarly wave.

The picture could be taken at face value as a gag. And that is exactly how Petersen says he took it. But the ILM crew might have been sending a deeper message. That message might have been a tribute to Petersen for accomplishing something that many directors are unwilling to even attempt, and that is to make a movie on water.

In fact, Steven Spielberg, who has worked on water twice ("Jaws" and "Amistad") passed on "The Perfect Storm" because he didn't want to tackle the logistical nightmare of making a movie on water.

"I know how treacherous it can be," said Petersen, who first conquered the elements on "Das Boot."

"But I love the sea. I have loved the water since I was a child growing up in Hamburg (the German seaport). There is something magical about it, but it is something I can't explain. I even reread "The Old Man and the Sea" and "Moby Dick" before I started filming, and even those great books couldn't explain the magic of the sea. It's just something that exists inside me.

"Maybe it has something to do with the sea being the last frontier," he added. "I don't know what it is, but I seem to enjoy working around the water."

Petersen's producing partner, Gail Katz, said the director's secret to working around water is preparation, and they set aside extra time to prepare. "If you are well-prepared," she said, "you can control it."

As a result, she added, Petersen made a movie that smells real.

"Working around real water allowed Wolfgang to capture a sense of reality," she explained. "He is always interested in how a movie looks, how a movie feels and how a movie smells. He wanted this movie to smell like fish."

''The Perfect Storm'' is the working-class ''Titanic'' - and then some. It's the only summer movie with any real ambition, and it's a standout. ''Titanic'' was a case of a cheeseball story riding terrific effects. ''The Perfect Storm'' is in every important way deeper. That spectacular monster wave you've been seeing in the ads is as much a star as George Clooney or Mark Wahlberg. So is the awesome mass of undulating water under it. The power in that huge, wild, moving trench of ocean is as humbling and elemental as anything any computer keyboard has yet splashed across a movie screen. Yet those pelting, punishing elements are not the main event. ''The Perfect Storm'' is much more than a seagoing ''Twister.'' Anchored in a real world as few Hollywood films are, its strength lies in its respectful yet unesentimentalized depiction of the working lives of six Gloucester fishermen who had the bad luck to be where three storms converged in the North Atlantic in 1991.

Shrewdly, the film establishes the human dimension of the story immediately when a camera pans down a list of names painted on a church wall, and we realize that this isn't the usual tribute to war dead. The names are of fishermen who died at sea, on the job, over the years. The sober dignity of that scene becomes the signature key for the entire film. Not one of the six who go out aboard the Andrea Gail late in the season on a last swordfish run is given to romanticizing the job. They've been around long enough to be aware of the risks. There are things they take pleasure in on the open sea - leaving their problems on land, the macho self-satisfaction of testing themselves against the elements. But they know the sea can be tricky and treacherous and can at any moment swallow them.

There's one big reason they're out there facing the gruelling, dangerous work of fishing. Their last catch was disappointingly light, and they're paid in proportion to what they bring home. They all need the money, they can't make as much on land, and so they turn around and go back out. A few smaller reasons, too. One is macho pride. Clooney's captain, Billy Tyne, is needled by the boat's owner, who observes that a woman captain (Mary Elizabeth Mastrantonio's Linda Greenlaw, a model of sane, compassionate competence) outfished him last time out. Tyne is no Captain Ahab, but he pushes farther out to sea than usual to make sure they come home with a hold full of fish. They decide to try and plow through the storm rather than wait it out because they can't be sure the fish, although iced in the hold, will remain fresh.

The film puts us in the thick of it with them. The heroics are refreshingly un-Hollywood - trying to fix an antenna in a storm, trying to cover windows with plywood, trying to cut loose a flailing chain with a blowtorch in a tempest. (As heroic counterpoint, the film includes a riveting helicopter rescue of three storm-tossed sailboat crew members.) On the Andrea Gail, talk is minimal, nerves are frayed, and the men are so exhausted when they aren't working that they simply sink into their bunks for as long as they're able. The film's source, Sebastian Junger's bestseller, is superior journalism. Both spell out the grim fact that once their radio stops working, the fishermen not only are plunged into the storm - they're plunged back into the 19th century. You not only feel the storm breaking around them - you feel how alone they suddenly are.

Junger's book deals in fact. When it extrapolates, it's never fanciful. But since the book doesn't attempt to describe what the men on the Andrea Gail said and did after radio contact was lost, the film had to imagine it. The guessing follows stringent, fact-based guidelines, but sometimes the made-up parts feel made-up. They're most plausible in the acting out of details that add up to a texture and a rhythm of the working life at sea. A few of the incidents - a shark landing on the boat and biting one of them, a man overboard - happened on other fishing runs. What Junger captured on the page, the film conveys as felt knowledge, right down to the rising anxieties in port as the men prepare to go out again into what everybody knows is a big question mark. Everybody - those putting out to sea, those staying behind - looks heartbreakingly vulnerable.

Clooney's captain Billy Tyne and Wahlberg's Bobby Shatford are the stars of the film, but not in the usual Hollyowod sense. They are first among equals in what has to be an ensemble effort to succeed, and is. John C. Reilly's Murphy projects a bearlike stoicism, William Fichtner's Sullivan is prickly but fiercely loyal, John Hawkes's Malone is the lovable runt, and Allen Payne is the steady Pierre. Diane Lane superbly inscribes the complex play of feelings as Bobby's fiancee, Christina Cotter. These range from physical hunger to anger that he's leaving her so soon again, to poignant hope centered on the fresh start that their planned life together means to each of them. Janet Wright's Ethel Shatford says all she has to say with her wise, sad, experienced eyes, those of a mother of seafaring men and bartender at their hangout, the Crow's Nest, veteran of a lifetime watching young and old salts come and go (the real Ethel Shatford died last October).

Tyne represents a step forward for Clooney, who suppresses his usual playfulness to give us a grizzled, complex man accustomed to keeping most of what he's feeling inside himself. Wahlberg continues to grow and deepen as an actor, bringing to the role of Bobby Shatford exceptional empathy and authenticity.

It is one of the great mysteries of Hollywood that while most of its players come from working-class backgrounds, they seem stricken by amnesia once they're in the movies. Films of the '30s featured believably gritty working-class textures routinely. Current Hollywood films have a higher success rate at portraying life in Tibet than ordinary blue-collar American life. ''The Perfect Storm'' is one of the few exceptions. It isn't perfect. Some of its construction is merely functional. But there's an obvious involvement and commitment to doing justice to the fishermen's lives that mark ''The Perfect Storm'' as more than just a waterlogged acting gig. It has a weight of conviction behind it that makes all the difference. It matters because the characters mattered to the people making the film.

'PERFECT Storm" star Mark Wahlberg went ape at the chance to work with director Tim Burton, signing on for the lead role in "Planet of the Apes" without seeing a script.

"Tim Burton's one of those guys I think if you have an opportunity to work with him, no matter what you're doing, you do it," Wahlberg told The Post yesterday.

"But I'd like to get a hold of the script sooner rather than later."

The star of "Boogie Nights" and "Three Kings" is currently winning critical raves for his turn as a doomed young fisherman in "The Perfect Storm," which opens today.

He said "Apes," which is scheduled for release next summer, would not be a remake or a sequel.

The plot line is a closely guarded secret, but word in Hollywood is that it will be a re-imagining of the original series of five pictures released between 1968 and 1973.

Wahlberg will play an astronaut who lands on a foreign planet run by talking apes, the role Charlton Heston originated in the classic 1968 film, but he doesn't know much more.

"I had a really short meeting with Tim and I said, 'Tell me about it, don't tell me about it - I'd like to do it with you whatever you're doing,'" Wahlberg said. "I told him I'd rather not play an ape, because I'd hate the make-up.

"Normally it would be really scary signing to a film without seeing the script. But it's Tim Burton."

The former Calvin Klein underwear model has never been averse to flashing flesh on film, most famously as porn star Dirk Diggler in "Boogie Nights," but he laughed at a suggestion he'd ape Heston's nearly naked appearance in the original.

"I don't think that's Tim Burton's thing," he said.

The "Apes" role confirms Wahlberg's new status as a leading man, coming on the heels of his upcoming release, "Metal God," his first attempt at carrying a film.

"Metal God" is being produced by George Clooney, the friend and mentor who's making a habit of co-starring with Wahlberg.

In addition to "Perfect Storm," the two worked together on "Three Kings" and will team up again for Steven Soderbergh's planned remake of "Ocean's Eleven."

"I've carried a couple [of films], but I've carried them with George Clooney on my back," Wahlberg quipped.

"I can say that because, somewhere right now, George is doing an interview talking about how he created me. I try to get him back whenever I can." 

A sweeping tale of brine vs. brawn, "The Perfect Storm" does for nor'easters what "Titanic" did for icebergs. In comparison, such foul-weather flicks as "Twister" and "Volcano" are just a lot of hype and hot air.

This pulse-pounding knuckle-whitener follows the 72-foot fishing boat Andrea Gail and her six crewmen into the maw of one of the last century's most ferocious storms. Ten-story swells, battering winds and the churning seas are so realistically depicted, you better bring Dramamine.

Wolfgang Petersen, also the director of "Das Boot," relishes every aspect of the risky venture, from the banter of bored seamen loading the boat to huge, slippery swordfish flopping on the deck.

Human foolishness and bravado play a part in propelling the tragedy as surely as the jet stream sends one weather system crashing into another. The finely paced story draws on the same primal clash between man and nature that has driven riveting, mythic yarns from "Call of the Wild" to "Into Thin Air." And in the end, the grandeur of an angry ocean leaves even the most jaded moviegoer a little humbler as the credits roll.

Based on Sebastian Junger's painstakingly researched bestseller about the October 1991 storm, the fictional narrative begins by introducing the folk of Gloucester, Mass. Hundreds of years have passed since the first Gloucestermen went to sea. Ships are now equipped with radar and faxes, but in the eternal battle with nature, the sailors are still no match for the angry seas.

They know the stakes, but they are more than ready to risk their lives to put food on their families' tables as well as blackened swordfish on America's grills. It's grueling work, but these guys would rather be on the Atlantic than anywhere else in the world, even their girlfriends' warm beds. As resident tadpole Bobby Shatford (Mark Wahlberg) puts it, "I freaking love to fish." It's a living, but it's also a love affair.

George Clooney stars as Billy Tyne, a sword-boat skipper who has lost his legendary knack for finding the fish. Driven by hubris and desperation, he and his crew push the limits as they make one more run in search of a big haul. It's late in the season to fish the Grand Banks, but Tyne and his crew won't be deterred.

When they have no luck, Tyne pushes farther out into the Atlantic to the Flemish Cap, a region renowned for unpredictable weather and bountiful fishing grounds. As soon as they arrive, they begin hauling in the swordfish. The holds are quickly filled. But when the boat's icemaker fails, Tyne and his crew must head for Gloucester if they're going to save their catch.

Unbeknown to Tyne, three raging weather fronts are about to collide in the Andrea Gail's path to create a storm the likes of which would have Bob Ryan salivating over his telestrator. Before they know it, Tyne and the boys are battling waves the size of apartment buildings.

A stubborn lot, they don't want to lose the catch of a lifetime, so they brave the tempest and meet their fates with unflinching valor.

In Tyne, Clooney is finally able to shed his leading man's image. With his pretty face camouflaged by stubble and a taciturn set to his jaw, Clooney's Tyne is more apt to attract fish than he is women. Except for one fishing boat captain (Mary Elizabeth Mastrantonio), the fair sex are stranded on the dock waiting for their menfolk to come home. Among them is Diane Lane, radiant in the role of Bobby's fiancee.

The supporting cast includes the excellent John C. Reilly as Tyne's right-hand man, a stalwart veteran who runs the fishing operation aboard the Andrea Gail, along with William Fichtner and Allen Payne, effective as members of the crew. But the storm, created with the help of superb special effects, gives the most compelling performance. First it hooks you like one of those hapless swordfish, then it blows you away.

The Perfect Storm (130 minutes, at area theaters) is rated PG-13.