COUPLE of years ago I gave a talk in Nantucket about my book, "The Perfect Storm," and afterward a man raised his hand for a question. He loved the book, he said, and wanted to know what I thought of the fact that "they" were turning it into a movie.

It was a strange phrasing because the implication was that the process -- like jury duty or taxes -- was completely out of my control. He seemed to be saying that no author capable of writing a book he admired would ever sell out to Hollywood, so it must have been done without my consent. "Well, I was the one who sold them the rights," I said, "so at some point I must have felt pretty good about it."

The line got a laugh, but after the audience quieted down, I went on to talk seriously about the strangely ambivalent relationship writers -- and the general public -- have with Hollywood. There are many measures of literary success, but none that involve a world writers spend so much time claiming to disdain. We all know, of course, what Hollywood producers do to books: they dumb them down, change their plots, violate their integrity, put stupid dialogue in characters' mouths. To wait for a phone call from one of these people would violate every illusion the reading public holds dear about their authors. And so we slip off to Hollywood as quietly as possible, hoping our betrayal will somehow pass unnoticed.

I had it a little easier because I went out there early on, when my book was in manuscript form; technically I wasn't even an author yet. I flew to LAX, rented a car, dropped my bag at my agent's house (I was sleeping in his spare bedroom) and went off to meet with a producer. He couldn't have been less interested. The book was about six commercial fishermen who went down on a boat named the Andrea Gail -- hardly Hollywood material. The next day I met with two different producers, one of whom had heard about the previous day's meeting and was worried he was missing something. By Day 3 I had a full schedule and my agent was fielding a steady stream of phone calls from people who had never read the manuscript but were worried something was passing them by.

My book was about Gloucester, Mass., where I had lived for several years and still had many friends. Needless to say, the process by which Hollywood had decided I was of some interest did not exactly inspire confidence in how they would treat the subject. "Your life is going great; the last thing you need is a bad movie about Gloucester," I kept thinking. "Why don't you just walk away?"

I didn't. On my last day I met with producers from a company called Spring Creek, which had a production agreement with Warner Brothers. There was something about these people that I instinctively trusted, and after the meeting I told my agent I wanted to go with them, even if they offered less money. I doubt he told them that, but three days later an auction was held, and Spring Creek bought the rights for more money than I'd earned over the course of my entire life.

For the next six months Warner Brothers did nothing with the manuscript; in fact, I'm not even sure they remembered they owned it. From time to time I heard from Spring Creek, but there was no outward sign of activity until June 1997, when the book went onto the New York Times best-seller list. I'm sure this scene never actually occurred, but in my own private version of the making of my movie, a Warner Brothers executive is lounging by his pool with The New York Times Book Review and a Bloody Mary, when he sees my book on the list. "My God, we own that," he says, sitting bolt upright and grabbing his cell phone.

If not quite that dramatic, the effect of the book's popularity on Warner Brothers was still remarkable. Suddenly, everyone at the studio was talking about it. Soon the studio was floating names of possible directors, and eventually they decided on Wolfgang Petersen, best known for his classic World War II submarine drama, "Das Boot." I was in college when "Das Boot" came out; I remember going to see it at the campus cinema. There are scenes in the movie that, nearly 20 years later, I still find disturbing. I met Mr. Petersen in his Santa Monica office and liked him immediately; he was direct and unpretentious and made a point of asking me if I had any concerns about the movie. I did, I told him; I was worried that not wanting to kill off a big-name actor, they would have some of the Andrea Gail crew survive.

He had no intention of departing from the book, he told me, and it was a relief to realize that issues could be dealt with that directly. Over the next few months there were rumors of negotiations with one lead actor or another, and eventually word came down that the starring roles would go to George Clooney and Mark Wahlberg. Soon afterward I realized the project was now way out of my control. I called the studio and was momentarily taken aback when the receptionist answered the phone, "Perfect Storm, may I help you?" I told her I wanted to be transferred to the producer. "Name please?" she said.

"Sebastian Junger."

"Very funny," she said.

By early last September, they'd done two months of filming on a sound stage and had moved the set to Gloucester. A few days after their arrival, Hurricane Floyd started drifting up the East Coast. I drove to Gloucester from New York to see what would happen, and when I went down to the set, I was chilled to see a boat named the Andrea Gail tied up at the town wharf. It was a sight no one had seen since late September 1991. Floyd missed town but generated some huge seas, and the next morning the boats were sent out to get some B-roll storm footage. I went out with them and watched an impressive variety of people -- technical guys, producers, even Gloucester fishermen -- turn pale and get sick over the gunwale. If you felt sick, you were supposed to raise your hand so that the rescue swimmer could come stand next to you and make sure you didn't fall overboard.

One of the last scenes to be filmed in Gloucester was at St. Peter's Church, where they used 700 locals to shoot a memorial service for the dead fishermen. I wasn't there but I heard about it from a lot of people, including Wolfgang Petersen. It was a strange blurring of fiction and reality, he said, one of the most intense experiences he'd ever had on set. During a eulogy given by the actress Mary Elizabeth Mastrantonio, whole sections of the audience started to cry, including family and friends of the original crew. They'd sat in the same church eight years earlier, listening to virtually the same words. Later, reviewing the takes, Mr. Petersen heard a faint thumping sound that he could not identify. Finally he realized it was the beating of Ms. Mastrantonio's heart, picked up by a highly sensitive mike.

At this point, the question I most often get asked is whether I had anything to do with the making of the movie -- which I haven't even seen. No, I say, absolutely nothing, which is as it should be. I don't know anything about making movies, and there's nothing I could say that a Gloucester fisherman couldn't say better. (In fact, a former sword fisherman was hired as a technical consultant.) If I were building a house, the contractor would never ask me to help pour the foundation; why would Wolfgang Petersen conceivably ask my advice about framing a shot?

There are, of course, authors who write their own screenplays, and Warner Brothers did ask me -- somewhat warily, I thought -- whether I was interested in the job. I couldn't say no fast enough. The idea of rewriting something that I'd already spent years on sounded like absolute hell. Right now I'm about to go to Sierra Leone on assignment, and when I come back I'll have a couple of weeks to write that article before the premiere hits. I'll fly out to L.A. and try to throw myself into that world, but I don't know how well it's going to work. I know what I'm like after finishing an article. The lights will be dimming in the theater, and I'll be there slumped in my seat, fretting over some sentence I should have written a little differently in the piece I just handed in. 

Gladiator (May 5)

The goods: Director Ridley Scott (Blade Runner, G.I. Jane) revives the sword-and-sandal epic. A victorious general (Russell Crowe) has been tapped as the next emperor of Rome. But he is ordered killed by the current ruler's son (Joaquin Phoenix), who seizes control of the throne. Crowe's Maximus survives, however, becomes a superstar gladiator, then uses his popularity with the people to plot his revenge.

Why it might sell: Chariots and tigers and beheadings, oh my! Stylemeister Scott could shoot dirt and turn it into gold. If he can do to muscle-bound brutes what he did for space creatures in Alien, expect a mob scene at the box office. And the commanding Crowe, buff and sweaty after his Oscar-nominated portrait of an overweight whistle-blower in The Insider, has the right stuff to be a top-notch action hunk.

Why it might not: Unlike one of the premier examples of the genre, 1960's Spartacus, which benefited from a streak of dry humor courtesy of Peter Ustinov, Gladiator plays up a strange love triangle: Crowe, Phoenix's sister (Connie Nielsen) and her lustful brother. And the Roman circus may pale next to the wrestling matches you can see free on TV. -- S.W.

Battlefield Earth (May 12)

The goods: John Travolta goes bad in this adaptation of a sci-fi novel by Scientology founder L. Ron Hubbard. The good guy is Barry Pepper (Saving Private Ryan, The Green Mile), a human battling a Travolta-led alien race that wants to dominate Earth.

Why it might sell: Travolta makes a nifty villain (remember his bad side in Face/Off?), and there should be plenty of special effects to satisfy the Matrix crowd.

Why it might not: Scientology critics have said the fringe religion has planted subliminal messages in the film. Worse, some say the villains in the coming-attractions trailer look like tame Klingons. -- E.S.

Dinosaur (May 19)

The goods: This is a dazzling blend of regular animation, computer animation and live action. But the story is pure Disney: An iguanodon named Aladar (voiced by D.B. Sweeney) grows up on an idyllic island of lemurs after being separated from his own kind as a wee one. A cataclysmic meteor shower throws the planet into chaos, and Aladar discovers that compassion and flexibility are the best ways to survive.

Why it might sell: It has some of the best elements of the Disney formula but offers more drama and special effects wizardry for older children and adults. And for any kid not dino-crazy, there are the lemurs -- so fluffy and adorable that you can picture the stuffed versions on display at Disney stores.

Why it might not: With a PG rating, the movie has more violence than parents might expect from a Disney family movie. It's not for small children, and that might limit the audience. -- C.P.

Road Trip (May 19)

The goods: This Animal House for the Y2K generation follows a group of college students (led by MTV wild man Tom Green) traveling from New York to Texas to retrieve a sexy video one of them accidentally sent his girlfriend. A highlight: Green eats a mouse in an effort to persuade a snake to do the same.

Why it might sell: Green has a huge cult following, and lowbrow comedies seem to draw big crowds -- especially during summer months. Plus last summer's American Pie proved that gross-out teen movies don't need big stars to hit big.

Why it might not: Green's unproven on the big screen; his following might not be broad enough to create blockbuster box office. And someday, gross-out will be out. -- C.P

Gone in 60 Seconds (June 9)

The goods: Nicolas Cage stars as a cool '70s-style anti-hero -- think Bullitt as a car-heist master -- who postpones his auto-theft retirement to help his brother (Boiler Room's Giovanni Ribisi) pay off a mob debt by stealing 50 cars in 24 hours. Produced by action honcho Jerry Bruckheimer (Armageddon, Top Gun).

Why it might sell: Cage has a great track record with Bruckheimer action vehicles (The Rock, Con Air), and this one promises to be the Cadillac of all car-chase movies. Plus, this is Angelina Jolie's first screen appearance since winning an Oscar, and the lippy lovely knows how to shift men's gears. For vroom-vroom popcorn fare, 60 Seconds has a great supporting crew, including Robert Duvall and Delroy Lindo.

Why it might not: The 1974 cult-fave original is known for its 40-minute chase and little more. This 60 Seconds could end up being just another excuse to crash expensive wheels à la The Blues Brothers. -- S.W.

Chicken Run (June 23)

The goods: The first feature film from acclaimed Aardman Animations (British creators of the cult cartoon Wallace and Gromit) updates The Great Escape with chickens. Cooped-up clay characters (voiced by Mel Gibson, Julia Sawalha and Jane Horrocks) fear being fricasseed if they don't meet the daily egg quota imposed by their nasty owner (Miranda Richardson), so they hatch an escape plan and have feather-ruffling adventures. Directed by Oscar winner Nick Park (The Wrong Trousers) and Oscar nominee Peter Lord (Adam, Wat's Pig).

Why it might sell: The stop-motion clay animation is unlike anything ever seen on the big screen. DreamWorks' Chicken might do for clay what Woody and Buzz did for computer animation.

Why it might not: The dark humor might be too adult for kids, but the cartoonish setup might be too kiddie for adults. Plus, clay might seem downright fuddy-duddy in the digital age. -- E.S.

Me, Myself and Irene (June 23)

The goods: The team that created Dumb and Dumber -- Jim Carrey and filmmakers Peter and Bobby Farrelly -- reunite for this story about a sedate Rhode Island state trooper who cracks up, causing him to develop a second, very aggressive personality. Antics ensue when Carrey escorts a woman (Renee Zellweger) back to her hometown, and his personalities battle for her affection.

Why it might sell: Well, duh, nobody has their hands on the pulse of American lowbrow comedy better than the Farrellys, whose There's Something About Mary was 1998's biggest sleeper hit. Add Carrey and prepare for long lines at the multiplex.

Why it might not: How far can the Farrellys push the boundaries of good taste? This film's jaw-dropping physical gags include a chicken in somebody's butt and an unusual breast-feeding scene. -- J.C.

The Patriot (June 30)

The goods: Braveheart joins the American Revolution as Mel Gibson plays a South Carolina widower with seven kids struggling to remain a pacifist. He is drawn into the brutal fray against the British, however, when his patriotic eldest son (Heath Ledger of 10 Things I Hate About You) enlists and his family is threatened. Roland Emmerich (Independence Day, Godzilla) directs.

Why it might sell: Who can resist Mad Mel in all his savage fury, wielding a hatchet as if he were a Colonial sushi chef? But this is a more mature Gibson, weathered, worn and happy to let Ledger perform the hunk duties. The script is also Robert Rodat's first since his Oscar nomination for Saving Private Ryan.

Why it might not: This is the first time Emmerich and partner Dean Devlin, coming off the hype-hindered Godzilla, have looked to the past for their material. And there has never been a movie about the Revolutionary War that has captured an audience's imagination. But if a gasp-inducing decapitation by cannonball doesn't blow the attic dust off those wigs and knee britches, nothing will. -- S.W.

The Perfect Storm (June 30)

The goods: This disaster flick with a true-story twist from Wolfgang Petersen (Air Force One, Outbreak, In the Line of Fire) is inspired by Sebastian Junger's best seller. In 1991, a Gloucester, Mass., fishing captain (George Clooney) takes off for the last haul of the season with his crew (including Mark Wahlberg) despite a major storm brewing offshore.

Why it might sell: Three words: really big wave. If you've seen the trailer, your appetite has been whetted and wetted. Clooney and Wahlberg clicked as an action team in Three Kings. And considering that Petersen directed Das Boot, one of the greatest submarine movies ever, there is a pro at the wheel who knows his way around the drink.

Why it might not: No cow in the wave à la Twister. And unlike the book, The Perfect Storm ventures a guess about what happened to the fishermen at sea, which may rankle some purists. -- S.W.

Disney's The Kid (July 12)

The goods: Bruce Willis opts for acting over action again in this heartwarming comedy. And just like in The Sixth Sense, he shares the screen with a pint-size partner. This time it's Spencer Breslin, who reminds Willis' jaded businessman of himself as a boy. In a supernatural twist, Willis learns a few lessons about life. John Turteltaub (Phenomenon, Cool Runnings) directs.

Why it might sell: Willis, a cute kid and a supernatural twist. It worked with The Sixth Sense; it could work again. And with its generation-straddling story, Kid could appeal equally to kids and adults.

Why it might not: Willis, a cute kid and a supernatural twist. Moviegoers might see it as a crass attempt to cash in on The Sixth Sense, one of the few true screen originals. -- E.S.

Loser (July 21)

The goods: A nerdy college student (Jason Biggs) gets pushed around by his dorm roommates, and the girl of his dreams (Mena Suvari) is in love with an English literature professor (Gregg Kinnear). But things begin to turn around when he starts figuring out how to work the system to get what he wants.

Why it might sell: Director Amy Heckerling (Fast Times at Ridgemont High, Clueless) is a master of the adolescent angst comedy. And Biggs and Suvari starred in last summer's teen hit American Pie.

Why it might not: There is stiff competition in this category. The teen-oriented Road Trip and Boys and Girls come out before Loser. -- J.C.

The Legend of Bagger Vance (Aug. 4)

The goods: Robert Redford gets behind the camera for a story about a disillusioned World War I veteran who reluctantly learns to play golf. Capt. Rannulph Junah (Matt Damon) finds the game futile until caddie Bagger Vance (Will Smith) shows him the secret of the golf stroke -- the key to mastering any life challenge.

Why it might sell: Redford has turned in critically praised movies such as Quiz Show and The Horse Whisperer, but neither was a runaway hit. This time, though, he has a cast of Hollywood hotties. In addition to Damon and Smith, there's Charlize Theron (The Cider House Rules) as Damon's love interest.

Why it might not: It is, after all, a (yawn) period film, and the guys may look silly in golf breeches. Plus, the contemplative game of golf might not be suited to the run-and-gun summer movie season. -- E.S.

(ENTERTAINMENT WIRE)-- REVISED NOTICE NEW DATE --

WHAT: The launch of The Andrea Gail, the boat featured in the ``The Perfect Storm.'' It will travel from Long Beach Harbor to its home port of Gloucester, Massachusetts, via the Panama Canal, and continue on to Hamburg, Germany, to celebrate the German premiere of ``The Perfect Storm.''

An epic drama based on a true story, "The Perfect Storm" stars George Clooney, Mark Wahlberg, Diane Lane and Mary Elizabeth Mastrantonio and opens nationwide on June 30th. The film tells of the courageous men and women who risk their lives every working day, pitting their fishing boats and rescue vessels against the capricious forces of nature. Their worst fears are realized at sea one fateful autumn when three raging weather fronts collide to produce the fiercest storm in modern history.

WHEN: 10:30 AM, Wednesday, April 26
WHERE: Al Larson's Boat Yard, Terminal Island, Long Beach

PRESS CREDENTIALING: Press credentials must be picked up on site after 9:30 AM the day of the launch.

''Women need to communicate with their doctors about health issues,'' says ex-supermodel Rachel Hunter, who is launching a health education campaign called ''Women in Balance: Health, Sexuality and Hormones,'' aimed at women ages 35-44.

No matter that she's only 30. ''You can never start too young to learn about what happens to our bodies as we grow older,'' she says. ''Everyone's scared to go to a doctor, whether it's to talk about a lump in your arm or a mood swing, but nothing is a stupid question to a doctor, and if it is, you should go to another one.''

The New Zealand actress says she had a recent health scare after discovering a lump under her right arm.

''Fortunately, it turned out to be a benign cyst, and I had it drained, and I feel fine now,'' she says.

Hunter says she also feels fine about her much-publicized split from rocker Rod Stewart, 55, almost two years ago.

The couple tied the knot in December 1990, after a whirlwind four-month courtship. They have two children, Renee, 7, and Liam, 5.

''We have a great friendship and a great relationship, and it will always be like that,'' she says. ''I got married really young, and I had to find out who I was. It was a selfish process in some ways, but I couldn't lie about or deny what I was feeling.''

Dating, she says, ''is a nightmare,'' although she has been linked recently with VH1 VJ Cane. ''We're just friends right now, but we'll see where that goes. He's a sweetheart, but my career is very important to me right now.''

Her latest project: Metal God, a feature film about a heavy-metal band starring Jennifer Aniston and Mark Wahlberg. ''I play a rock musician's wife. A real stretch, right?'' she says with a laugh.

The shelf life of an action hero can vary greatly. Those with irreplaceable traits (Clint's squint) can last a lifetime. Others burn brightly for a decade or so, then flicker out (Sly's slide). And there is always some young punk ready to pick a box office fight. Here's an update on the status of action stars -- past (or passing), present and future.

Faded or fading

Sean Connery, Kevin Costner, Clint Eastwood, Harrison Ford, Arnold Schwarzenegger, Sylvester Stallone, Jean-Claude Van Damme, Bruce Willis, Sigourney Weaver

Aiming for a comeback

Steven Seagal

Current hotshots

Antonio Banderas, Pierce Brosnan, Nicolas Cage, Jackie Chan, George Clooney, Tom Cruise, Mel Gibson, Samuel L. Jackson, Tommy Lee Jones, Val Kilmer, Keanu Reeves, Kurt Russell, Will Smith, Wesley Snipes, John Travolta, Chow Yun-Fat

The next generation

Ben Affleck, Russell Crowe, Matt Damon, Vin Diesel, Brendan Fraser, Cuba Gooding Jr., Heath Ledger, Thomas Jane, Angelina Jolie, Ashley Judd, L.L. Cool J, Jude Law, Jet Li, Lucy Liu, Matthew McConaughey, Ewan McGregor, Carrie-Anne Ross, James Van Der Beek, Mark Wahlberg

The Perfect Storm
Starring George Clooney, Mark Wahlberg, Mary Elizabeth Mastrantonio, John C. Reilly, Diane Lane, Karen Allen
directed by Wolfgang Petersen
what's the big deal? Wild, wild waves.
release date June 30

In Hollywood, Fourth of July forecasts start early. YEARS early. ''We were aiming for that weekend a long time before shooting,'' says director Petersen, whose most recent summer hit was ''Air Force One.'' ''This year, the Fourth is on a Tuesday. It's going to be especially big.''

It'd better be, since Warner Bros. didn't invite anyone to share the costs of their big-budget take on Sebastian Junger's nonfiction best-seller. Sink or swim, it's their $100 million-plus baby, though Petersen crows that thanks to ''good German planning, we were a few hundred thousand UNDER budget.'' Execs are hoping ''Storm'' can whip flag-waving ''Patriot'' Mel Gibson, whom they're perfectly happy to have courted and lost for the lead role (he was Petersen's second choice, behind Nicolas Cage), since they got Clooney at a price far below Gibson's $25 million salary.

But is Petersen worried about the been-there, read-that factor? (Warning! Plot-spoiling waters ahead; cut engines now if necessary.) Anybody who read the book knows the story of the Andrea Gail and its six-man crew, who endured a 12-force gale off the coast of Newfoundland. So won't many viewers already know the fates of Captain Billy Tyne (Clooney) and crewman Bobby Shatford (Wahlberg)? ''You ask me so bluntly that question because you know the book,'' says Petersen. ''It is a huge best-seller, but still maybe I hope a few people are not knowing how it really will end.''

Mastrantonio certainly didn't when she was first approached. ''I'm a mom and I live in London,'' she says. ''I wasn't aware of the book at all.'' But despite having O.D'd on watery stunts making ''The Abyss,'' she signed to play shrimp-fisher Linda Greenlaw when she realized, ''This woman spends her time in the pointy end of her boat, under a canopy. She's at the storm's edge. She never even gets wet.''

Wahlberg wasn't so lucky. ''I was worried I'd have to pretend like I was rocking around,'' he recalls. Silly him. He got ''dumped in the ocean'' ad nauseam and was pelted on an L.A. soundstage for weeks on end with water cannons that felt like ''a serious beating.'' It might have gone easier if he didn't have such a big mouth. ''When I got the part I promised... I'd do anything Wolfgang needed,'' he explains. ''Once I got there, I couldn't wimp out.''

Wahlberg also squirmed at affecting a Boston-area accent, an inflection he'd worked hard to eradicate in his speech; he calls revisiting it ''a real turnoff.'' It didn't help that nearly all his dialogue had to be rerecorded in postproduction because of crashing surf. ''If I'd known that,'' he says wearily, ''I'd have tried to mime my lines.'' BUZZ FACTOR: 9

The International Cannes Film Festival, which has struggled to attract big Hollywood films the past several years, looked this year to the burgeoning independent film movement as well as major studios for its American touches.

Of the 22 films in the 53rd official competition, which runs May 10-21, four are American indies. And two of those are Miramax films: James Gray's The Yards, a New York subway-system thriller with Mark Wahlberg and Charlize Theron, and master indie director James Ivory's version of Henry James' novel The Golden Bowl, adapted by Ruth Prawher Jhabvala and set in 1904 Italy. It stars Nick Nolte, Anjelica Huston, Uma Thurman and Kate Beckinsale.

The other two come from Neil LaBute, who previously explored the male psyche in In the Company of Men, and the Minnesota-born Coen brothers, whose Barton Fink caused a scandal in 1991. (The film swept all the major awards and caused the French to pass restrictions on the number of awards going to any one film.)

LaBute's Nurse Betty, distributed by USA Films, stars Renee Zellweger as a Kansas waitress who falls in love with and pursues a soap opera star.

The Coens -- writer/director Joel and writer/producer Ethan -- made it in with O Brother, Where Art Thou?, a film being distributed by Disney's Buena Vista Pictures about three Depression-era cons played by George Clooney, John Turturro and John Goodman.

There are other studio films on hand to lend some glam to Cannes, but all are out of competition:

* Brian De Palma's Mission to Mars.

* Documentarian Barbara Kopple's A Conversation With Gregory Peck.

* Stephen Hopkins' Under Suspicion, a Caribbean thriller with Morgan Freeman and Gene Hackman.

* John Waters' Cecil B Demented, with Melanie Griffith and Stephen Dorff in an indie film spoof.

* Ang Lee's (Ice Storm, Sense and Sensibility) first martial arts experiment, Crouching Tiger, Hidden Dragon.

Two American films -- Rodrigo Garcia's Things You Can Tell Just by Looking at Her, with Calista Flockhart and Cameron Diaz, and British director Hugh Hudson's I Dreamed of Africa, with Kim Basinger -- open and close the Certain Look sidebar selection of 24 films.

Two biggies that aren't American: the opening-night film Vatel, directed by Roland Joffe (The Killing Fields), with French heavyweight Gerard Depardieu, Uma Thurman and Tim Roth in a costumer set in the kitchens of the Sun King, Louis XIV, and closing-night film Stardom, directed by Canadian filmmaker Denys Arcand (Jesus of Montreal) and starring Camilla Rutherford, Dan Aykroyd, Thomas Gibson and Frank Langella in a rags-to-richer-rags tale.

Along the way at Cannes this year, also look for the return of Ingmar Bergman, writing Faithless for one-time lover and star Liv Ullman's direction; Danish director Lars Von Trier (Breaking the Waves), whose Dancer in the Dark features Catherine Deneuve, Peter Stormare and Icelandic pop star Björk, who also writes the music; and Cannes' perennial favorite Brit, Ken Loach, who previously directed My Name Is Joe and Hidden Agenda, with Bread and Roses, starring Adrien Brody and set in Los Angeles, where Latino immigrants attempt to unionize under the banner of Justice for Janitors.

The festival also includes the youngest director ever. Twenty-year-old Iranian Samira Makhmalbaf will be showing her film The Black Picture.

Luc Besson, cult director of the 1997 Fifth Element and the recently released Joan of Arc, heads the Cannes jury.

PARIS — A dearth of major U.S. studio fare, a surfeit of Asian pics, plus many of the usual suspects and plenty of long, long movies are the principal markers of this year’s Cannes Film Festival, whose 53rd edition unspools May 10-21.

Gilles Jacob, the fest’s longtime programmer, said the paucity of U.S. films was due in part to American studios “not wanting to release the ones that were up to quality.” He also cited the increase in Hollywood’s split rights deals, which often results in disagreements with foreign partners over the merits of sending a film to Cannes.

Nonetheless, the fest is making a major gesture toward non-French- speaking festgoers this year by introducing electronic subtitles in English in the two main theaters, the Lumiere and Debussy, plus the new 300-seat Salle Luis Bunuel, to be used for the retro and special homage screenings. Anglophones will at least be relieved of listening to simultaneous translations over headsets.

In a first for any major or mid-range event, the fest did away with the traditional launch of its program at Paris’ ritzy Grand Hotel, instead simply publishing the full press dossier (only in French) on its Web site at 4:30 p.m. local time Tuesday. In the past two years, Jacob had already done away with Q&A sessions at the Grand Hotel, preferring just a “convivial” cocktail gathering. But this year there was no chance for the press at large to cross-examine his choices. Some 20 or so select reporters were personally briefed by Jacob and president Pierre Viot at fest headquarters two hours earlier.

Announcing the lineup there, Jacob deemed 2000 to be the second “satisfactory” year in a row, breaking with the frequent pattern at Cannes of alternate good and bad years. “That’s something that hasn’t happened in a long time,” he said.

Entries up

The veteran programmer revealed that he had been viewing films right up until Monday night, and that the selection process was getting no easier. “Although the official deadline for films is March 15, we cannot refuse to see good films after that date, and we are seeing them later and later,” he complained. A total 1,397 titles were viewed, of which 681 were feature-length pics — an increase of 23% on last year, he said.

This year’s Competition rolls out 23 titles (up two on last year), with directors ranging from established Cannes figures like Ken Loach (L.A. union drama “Bread & Roses”), James Ivory (Henry James’ “The Golden Bowl,” starring Nick Nolte, Uma Thurman and Anjelica Huston), and Joel Coen (the musical “O Brother, Where Art Thou?,” with George Clooney and John Turturro) to Swedish director Roy Andersson, whose “Songs From the Second Floor” is his first film in 25 years.

The lineup is heavy with veterans and Croisette favorites, such as Lars Von Trier (musical “Dancer in the Dark”), Liv Ullmann (the Ingmar Bergman-scripted “The Faithless”), Wong Kar-wai (’60s meller “In the Mood for Love”) and Nagisa Oshima (gay-themed samurai pic “Gohatto”), with very little new or unknown blood — yet again casting doubt on Jacob’s assertion that the selection features much in the way of “added value” to its auteurist bias.

Orientation

Most notable is the Competition’s unprecedented Asian emphasis, with about one-third of the titles hailing from the Orient or Near East. In addition to Hong Kong’s Wong and Japan’s Oshima, Taiwan’s Edward Yang returns to the Riviera with the midlife crisis drama “A One and a Two...”; South Korean vet Im Kwon-taek makes his first Cannes appearance with costumer “Chunhyang”; and mainland Chinese actor-director Jiang Wen debuts on the Croisette with the WWII-set drama “During That War.”

The Near East is repped by 20-year-old Iranian helmer Samira Makhmalbaf’s sophomore outing “The Blackboard” (Makhmalbaf is the youngest helmer in competition) and “Kippur,” by Israeli director Amos Gitai, returning to Cannes after “Kadosh” last year.

Commenting that a dozen French films could have claimed a place in the lineup, Jacob named the four selected: “Les Destines Sentimentales” by Olivier Assayas, who is in competition for the first time; Arnaud Desplechin’s “Esther Kahn”; Austrian Michael Haneke’s “Code Inconnu,” starring Juliette Binoche; and “Harry, un ami qui vous veut du bien,” by Dominik Moll. The most notable absentee is Benoit Jacquot’s “Sade,” which had been hotly tipped for selection.

Two Americans

Also featured are pics by two young U.S. indie directors — Neil LaBute, graduating from Un Certain Regard with “Nurse Betty,” featuring Morgan Freeman, Renee Zellweger, Chris Rock, Greg Kinnear and Aaron Eckhart, and James Gray with “The Yards” with Mark Wahlberg, Joaquin Phoenix, James Caan, Charlize Theron and Faye Dunaway.

Completing the lineup are Russian filmmaker Pavel Lounguine’s “La Noce,” Brazilian Ruy Guerra’s “Estorvo” and U.S.-based Israeli filmmaker Amos Kollek’s “Fast Food Fast Women,” funded by Euro coin.

The familiar sound of vacated seats clicking up mid-screening may be more evident than ever this year, what with the preponderance of competition films with outsized running times. Champ in this regard is Japanese helmer Aoyama Shinji’s “Eureka,” which clocks in at 217 minutes. Other marathoners include “Les Destines Sentimentales” (180 minutes), “A One and a Two” (173), “During That War” (164), “The Faithless” (155), “Esther Kahn” (150), “The Golden Bowl” (140) and “Dancer in the Dark” (139).

The thesp-heavy competition jury, lead by president Luc Besson, features British actors Jeremy Irons and Kristin Scott Thomas, Spanish actress Aitana Sanchez-Gijon, Gallic thesp-director Nicole Garcia and German actress Barbara Sukowa. Others on the panel are U.S. director Jonathan Demme, Italian helmer Mario Martone, Indian scribe Arundhati Roy and French writer Patrick Modiano.

Limits for kudos

Jury will be operating under a new rule stipulating that a given film may be awarded a maximum of two prizes and receive that many only when one of the nods is for acting.

American actress Mira Sorvino is among those on the short film jury, which also includes helmers Francesca Comencini (Italy), Claire Denis (France) and Abdherramane Sissako (Mauretania). Belgian director Luc Dardenne, whose “Rosetta” took last year’s Palme d’Or, heads the five-member team.

Fest’s noncompeting section, with eight titles (up two on last year), is heavy with crowd-pleasers, such as Eurythmic Dave Stewart’s directing debut “Honest,” starring three members of the Brit girl band All Saints as gun-toting bandits; Stephen Hopkins’ “Under Suspicion,” a remake of Claude Miller’s atmospheric 1981 policier “Garde a vue,” with Gene Hackman and Morgan Freeman; John Waters’ Hollywood spoof “Cecil B. Demented,” with Stephen Dorff, Melanie Griffith and Alicia Witt; Brian De Palma’s sci-fier “Mission to Mars,” with Gary Sinise and Tim Robbins; “Pi” director Darren Aronofsky’s second feature, “Requiem for a Dream,” with Jared Leto, Marlon Wayans, Ellen Burstyn and Jennifer Connelly; and Ang Lee’s martial arts costumer “Crouching Tiger, Hidden Dragon,” with Chow Yun-fat and Michelle Yeoh.

Viola ‘Vatel’

While the opening night pic, Roland Joffe’s French-financed, English-lingo “Vatel,” a costume drama starring Gerard Depardieu and Uma Thurman, will offer plenty of period pomp, the closer, Canuck Denys Arcand’s “Stardom,” is a more modest offering. Jacob, however, defended his choice as an enjoyable picture. “It’s a film about celebrity, a satire,” he opined.

He told Daily Variety that the selection was “in no way” influenced by a desire to find a movie whose producer’s pockets are deep enough to share the cost of the closing party, currently about 400,000 francs ($58,000). Producer of the Arcand pic is successful Canadian entrepreneur Robert Lantos.

Un Certain Regard opens this year with “Things You Can Tell Just by Looking at Her,” the Sundance-preemed first film of Rodrigo Garcia, the son of Colombian writer Gabriel Garcia Marquez. The multipart drama features Cameron Diaz, Holly Hunter, Glenn Close and Calista Flockhart. Closer is Hugh Hudson’s “I Dreamed of Africa,” centered on a famous ecologist played by Kim Basinger.

As usual, the rest of the Certain Regard selection is largely a mixture of the completely unknown and slowly maturing talents. Latter include Italy’s Mimmo Calopresti (“I Prefer the Sound of the Sea”), South Korea’s Hong Sang-soo (existential drama “Oh! Soojung”), and American actor Griffin Dunne’s latest helming effort, “Famous.” Among the many countries, large and small, that are repped this year, Sub-Saharan Africa is notably absent.

Bresson, Peck tribs

Outside the official selection, film fans will be able to see “Lancelot du Lac,” a tribute to director Robert Bresson, who died last year, and Luis Bunuel’s “Viridiana,” winner of the Palme d’Or in 1961. Tributes will also be paid to guests of honor Gregory Peck, with the screening of Barbara Kopple’s docu “A Conversation With Gregory Peck”; Philippe Noiret, with the screening of Bertrand Tavernier’s “Life and Nothing But”; and Sean Penn, with “The Indian Runner.”

The traditional Lecon de Cinema talk will be given by French director Agnes Varda.

Among A-list stars already firmed for the Palais’ red carpet are George Clooney, Calista Flockhart, Melanie Griffith, Holly Hunter, Anjelica Huston, Jennifer Jason Leigh, Nick Nolte, John Turturro, Tim Roth and Icelandic thrush Bjork.

(Lisa Nesselson in Paris contributed to this story.)