Their new Desert Storm movie, Three Kings, doesn't open until Oct. 1, but "Dr." George Clooney and "Marky" Mark Wahlberg are already making temperatures rise with their odd brand of chemistry.

It seems that things got quite friendly between the two stars while filming in New Mexico. As Wahlberg tells it, "George and I are like the new duo" — Three Kings is the first of three projects the pair has worked on together, and Wahlberg explains that Clooney was instrumental in his casting in each.

"I think George has got a little thing for me," Wahlberg told reporters. And Clooney adds, "I've firmly attached myself to [Wahlberg's] star and I'm gonna ride it all the way into the ground."

During filming, Clooney took special delight in Wahlberg's torture scenes. Gorgeous George laughs, "I tell you. How fun was that! We'd show up on the set just to watch Mark get electrocuted." Wahlberg continues, "[Clooney] wasn't even working that day, he's sitting behind the monitor with popcorn, laughing, giggling — he's got smiles from ear to ear."

About his co-hunk's amusement, Wahlberg admits some confusion. "The crazy thing about it is, for some reason, [his] pleasure is seeing my pain." But not even Clooney's blatant sadism can make Wahlberg give up his junior role in Clooney's dynamic duo. "I'm never biting off more than I can chew."— Steven Kammann

HOLLYWOOD -- George Clooney is a dedicated artist -- or why else would he agree to star in a film he suspects will make him violently ill?

Clooney is currently in Massachusetts filming the harrowing true-life drama The Perfect Storm, about the valiant attempts to save the crew of the doomed fishing boat Andrea Gail in 1991 during the worst storm of the century.

"I get seasick in the bathtub, so I know I'm going to be throwing up for five weeks straight. I went to a doctor who put one of those clips behind my ear, but I'm not putting much faith in its ability," says Clooney who did his own weekly prescribing as Dr. Ross on NBC's E.R.

The Perfect Storm reunites Clooney with Mark Wahlberg, with whom he co-stars in the Desert Storm drama Three Kings, opening Oct. 1.

"I wasn't the first choice for The Perfect Storm," says Clooney. "The producers were pursuing Mel Gibson to play either of the two main roles.

"When he turned the film down, they came to me and I lobbied for Mark. I loved working with him in Three Kings. He's one of the most dedicated actors of his generation and just a great kid as well."

Clooney jokes that he and Wahlberg are going to become the Bob Hope and Bing Crosby of the new millennium.

"We're going to do all these road pictures that take us to exotic locals, but only during wars, or natural disasters."

There's more than a grain of truth to this joke.

Clooney is producing the comedy The Metal God and has asked Wahlberg to star. The former rapper would play a struggling amateur musician who gets to front the heavy metal band Judas Priest. Clooney will likely have a cameo role in The Metal God.

HOLLYWOOD -- His first film was about a young man's relationship with his mother. His second was about a young man's relationship with his mother and his other mother. His third is about a young director's determination not to make three films in a row about his mother.

"The first two movies were pretty stressful for her," says David O. Russell, referring to his real-life mother, Maria Muzio Russell. The mothers in his first two pictures, "Spanking the Monkey" and "Flirting With Disaster," are variously depicted as manipulative, shrill, even sexually predatory. "A lot of that was probably inspired by my mother," russell concedes. "She's very happy that this has nothing to do with that."

"This," which has everything to do with "that," is "Three Kings," an action movie about the last days of the Persian Gulf war, a caper movie about a gold heist in the Iraqi desert and a satire about black quarterbacks, political footballs and exploding cows. The film is so insistently not about Russell's mother that -- at least on the vast plane of self-consciousness where Russell roams -- in the end it seems somehow to be about her after all.

"This movie was definitely a step in the direction of hanging with the guys," he says, "and not looking at women in their underwear, particularly when they're your mother."

Whether biting off something inoedipal is more than Russell, 41, can chew will become apparent when "Three Kings" opens on Oct. 1. "I had watched his other films," says Mark Wahlberg, who plays Sgt. Troy Barlow, one of the soldiers who have observed the war mostly from the sidelines. "And when I was reading the script, it was hard to picture the guy who made those two movies directing this film."

Russell was accustomed to the interior terrain of what he calls "these neurotic family movies," and now he was staking out an infinite landscape in the desert. "It's fun being out there in the open," he says. "They would call lunch, and I would just start running into the vastness."

Although "Flirting With Disaster" had the manic pacing of screwball comedy, Russell had composed the shots in his first two films with the approximate abandon of a pointillist painter. "One of the appealing things to me about this movie was the canvas," he says. "This whole process was one of breaking loose, of not being so careful as a filmmaker. It feels very alive to me, in a way that 'Spanking the Monkey,' in some regards, felt frozen."

His earlier pictures were black-humored, with casts that were blindingly white. He has varied his palette in this film, and not merely in the pigmentation of his actors, but also by shooting on three different kinds of film. Nearly half the movie is shot in Ektachrome, usually found in Instamatic cameras. "The colors seem kind of odd and bright, and it makes you feel like you're in a different place," Russell says. "That's the intention. We want it to look crazy."

Russell is remorseless in showing where the bombs landed. By showing exactly where the bullets hit, he makes every one count. "He didn't just make it count by showing what it did to your body," says George Clooney, who plays the de facto king of "Three Kings." "He showed what it did to your family. He showed everything."

He was similarly unsparing in the excavation of his own family's skeletons in "Spanking the Monkey." That 1994 film brought Russell instant acclaim, just as he knew it would, winning the audience prize at that year's Sundance Film Festival. But the story, in which a mother and a son enact feelings for each other so toxic that they result in incest, paralleled Russell's own relationship with his mother closely enough that even his sister asked him if that part of the movie was true.

She wasn't the only one. Russell had spent the summer of 1980 marooned at his family's home in Larchmont, N.Y., caring for his mother after she suffered a broken leg in an auto accident. His father, Bernard, was away on business as a sales executive for Simon & Schuster. Maria, daughter of Italian immigrants, was displeased that her brilliant son was about to throw away an Amherst education to become a political organizer.

Making "Spanking the Monkey" felt dangerous to him, and thrilling. "There was something in me that compelled me to do it," he says. "It was autobiographical, except the extremeness of it and the literalness of it was not."

"I remember feeling very liberated when I wrote it," he adds, "and there were still great feelings of liberation in making the movie, reclaiming something that she appropriated, by making your own point." But the point, having been made, will not go away, and now his mother has cancer. "It's horrible to even talk about," Russell says of his film. "I don't know where I was five or six years ago when I wrote that. I don't know if I could even watch that movie now."

In "Flirting With Disaster," the women are brassy and sure of themselves, the men passive and comically inept. Even in "Three Kings," the toughest, most unrelenting character is a female network  respondent, modeled on Christiane Amanpour of CNN. "I did wonder sometimes," says Nora Dunn, who plays the role, the only substantive female one in the movie. "why does he want her to be so hard, and bossy, and villainous?"

The film's most enthralling villain is an Iraqi interrogator, played by the Moroccan actor Said Taghmaoui, who tortures Wahlberg's character while asking him questions about Michael Jackson. Warner Brothers wanted dialogue about Jackson's relationships with little boys modified, but Russell remained defiant until the day the scene was to be shot. The studio finally made him sign a document promising he would not shoot the scene in a way that might be offensive to Jackson or his lawyers.

Having filled two of the picture's principal roles with the rapper Ice Cube and the recovering rapper Wahlberg (formerly Marky Mark), Russell happily marinated in what he calls the "street energy" on the set. He became friends with Wahlberg ("a real thug") and Taghmaoui ("a total thug").

When Wahlberg and Ice Cube decided to overhaul his Larchmont look, outfitting him in the baggy cargo pants, hooded sweatshirt, boots and beret of the hip-hop nation, Russell proudly wore the ensemble everywhere.

When Warner Brothers opened its vast mausoleum of undeveloped stories to him, a log-line about a gold heist in the closing days of the Gulf war immediately caught his eye.

Russell spent 18 months writing a script after receiving assurances from Bill Gerber, then the studio's co-chief of production, that Warner Brothers was not afraid to make a picture that was provocative and different. Then Gerber was fired. But the script was embraced by Gerber's partner in the production office, Lorenzo di Bonaventura, who further encouraged Russell to hire a gold-plated movie star for the important role of Capt. Archie Gates, a ne'er-do-well from Special    Forces who is about to retire.

Eastwood, Mel Gibson and Nicolas Cage all passed. Clooney began to pursue Russell, sending him a handwritten note self-effacingly signed "George Clooney, TV actor." Then, he showed up twice in New York, where Russell and his wife, Janet Grillo, live, to prostrate himself before the director.

Just as Russell was plotting to sneak into Iraq for a look around, another plot, worthy of anything ever cooked up at the presidential palace in Baghdad, was being hatched on the Warner Brothers lot in Burbank. "There was one very high-up executive on the business side at Warner Brothers who felt Lorenzo was vulnerable," Russell says. di Bonaventura left for a week's vacation, "and this coup, this assassination attempt, happened."

The executive called Clooney into his office and tried to persuade him to drop out of the movie, Russell said. Having worked so hard to get in, Clooney was not eager to get out. He declined. "The coup attempt failed," Russell says, "but there's definitely a parallel between the strange world of multinational politics and negotiating your way through Time Warner."

In the end, he made the film he wanted, he says, "but every step of the way, there were forces within the studio who wanted me to keep sanding down the edges." Time Warner executives expressed dismay at the look of the film, the casting of one of Russell's friends (Spike Jonze, a director who had never acted before) in a crucial role, references to Jackson's friendships, the special-effects cost of blowing up a cow, shots of infections forming inside human body cavities and a scene showing birds  drenched in oil. (The studio said that dying birds would be too upsetting for audiences. Blowing up humans was not a problem.)

The one thing no one ever challenged was Russell's central theme: that the American government had encouraged Iraqi insurgents to rise up against Saddam Hussein at the end of the war and then, when they did, abandoned them. "The whole thing just got swept away with the yellow ribbons and  everything," he says. Russell perceived a betrayal by the Bush administration, and said so in the film.

Not long ago, he was invited to the home of Terry Semel, who recently resigned as a co-chairman of Warner Brothers, to meet George W. Bush, the Republican presidential candidate. "Everybody had suits on," says Russell, who was wearing shorts and a windbreaker. Bush looked at the way Russell was dressed, and said, "I'm so glad somebody like you has come down here to meet me," the director recalled.

After listening to Bush's remarks to the Hollywood crowd, Russell decided to tell him that "Three Kings" would be coming out just before the primaries and did not reflect favorably on his father's leadership in the Gulf war. "You could see this look of uncomprehending concern and panic wash over his face," Russell recalls. Bush again seemed to be studying Russell's clothes. "And then he immediately snapped into presidential mode, and said, 'Well, am I going to have to go finish the job?"'

Russell had not come through the war unscathed: he cut himself prying apart some frozen  hamburgers while attending the Sundance Film Festival that year. He said he didn't think another military campaign would be necessary, and then he walked away -- thinking about the really complex   relationship between a young man and his father.

on January 1991, after Iraqi President Saddam Hussein ordered his troops to invade Kuwait, a coalition of U.S.-led forces launched an intensive air, ground and sea attack to expel Iraq and  restore Kuwaiti independence.

With the largest overseas U.S. combat-troop deployment since the Vietnam War, the Persian Gulf War severely crippled Saddam's war machine, leaving tens of thousands of Iraqis dead or wounded. Thousands were taken prisoner. Americans threw victory parades, and the military took great pride in its accomplishments.

There was only one problem. The Iraqi despot remained in power. Coalition troops under the command of Army Gen. Norman Schwarzkopf were barred from rolling into Baghdad.

In this setting, the Gulf War is reexamined in a new Warner Bros. film called "Three Kings," written and directed by David O. Russell, whose prior films include "Spanking the Monkey" and "Flirting With Disaster."

Told with surrealistic dark humor and edited in a frenetic, breakneck style, "Three Kings" stars George Clooney, Mark Wahlberg and Ice Cube in an unorthodox, rollicking, buddy-caper movie--with political overtones.

Scheduled to open Oct. 1, the film depicts American GIs as bored, disoriented and eager to get back home. Clooney plays Special Forces Maj. Archie Gates, a career soldier disillusioned because America, as it had with Vietnam, does not want to finish what it set out to do. Wahlberg's character, Sgt. Troy Barlow, is an Army Reserve soldier with a wife and new baby back home who believes in the mission. Cube plays Staff Sgt. Chief Elgin, a God-fearing baggage handler from Detroit whose stoic commitment to his responsibilities earns him respect.

When they discover a map hidden on a surrendering Iraqi soldier, the GIs take off in search of a huge cache of gold Hussein is reputed to have stolen from Kuwait.

As the soldiers raid bunker after bunker, they come face-to-face with Iraqis--who had been encouraged by the West to rise up against Hussein--being rounded up, tortured and killed by Hussein's Republican Guard. The "Three Kings" must decide whether they should drop what they are doing and help the Iraqi civilians escape.

In a recent interview at the Chateau Marmont in West Hollywood, Clooney, Wahlberg and Cube sat down to discuss the film, the war and the risks of making a political movie in the nervous corporate climate of today's Hollywood.

Question: You play three GIs who go AWOL right after the Gulf War. You find a cache of gold that Saddam Hussein has stolen from Kuwait and hidden in the desert. Is this based on a real story?

Clooney: Were there spoils of war? Saddam certainly took a lot of things that he took from Kuwait. We didn't go over there and check out the bunkers, but everybody that went said there were tons of that stuff.

Wahlberg: It's obvious that it's there. Kuwait is one of the richest countries in the world. Everybody knew what Saddam had done.

Q: As a politically informed action-adventure, this movie treads where others usually choose not to go.

Clooney: There is a danger . . . as we go through this [publicity] process, that Cube and Mark and Spike and I, and David, too, are going to suddenly become experts on the Gulf War. . . . We'll be asked our opinions. Remember this, because in the political climate of [George W. Bush], and since we sort of go after the George Bush policy in this a little bit, that's going to become a hotbed. So, suddenly we are going to become these experts on something that we don't know enough about to be the experts on. We know some.

Wahlberg: I thought I knew a lot about what was going on. I paid attention to what was being said and shown in the media as much as anybody else, but the second I got on the set I was privileged to so much more information.

Clooney: I knew some of what happened in the script was real. We knew that we told the Shiites [we'd back them up], and we knew that we didn't back them and they all got massacred. Schwarzkopf and those guys gave away the fly zone and let those guys have helicopters inside the borders and assassinate all these people that were throwing rocks at the end of the war.

Cube: I like how the movie shifts gears. It's like going from comedy, then it goes into the heist, and then there's this action and then [an Iraqi mother] gets shot [by Hussein's Republican Guards] and it turns into a whole different thing.

Clooney: Well, the great thing is it's not an anti-American movie, either. It doesn't piss all over American policy in general. It just says we should know more. . . . All of the [film's] military advisors were there, and they all said, 'This is how it happened. We had to stand by and let the Republican Guard . . . kick the [expletive] out of a people that we told to rise up and overthrow the government.

Q: So the movie does take a political position?

Clooney: It's a political movie like "MASH" was a political movie.

Q: This kind of peels back the layers and gives people some idea what the Gulf War was really like.

Cube: I think this movie is very, very American because if you had a chance to score, as an American, you're going to go for it. You know what I'm saying? If you've got a chance to get into a fight--Americans
are always down for that. You don't see too many Americans running from a good fight. And then helping people at the end. When it's all said and done, we stopped thinking about ourselves and thought about the people that we were helping.

Q: There is a point in the movie, George, where you make that decision to help the Iraqi civilians. A mother is shot in the head at point-blank range while her daughter and husband are looking on.

Clooney: As an audience, if I step back and watch it, it's pretty gruesome violence. It's also the most responsibly violent movie I've seen in a long, long time. David's thing was every bullet counts. You don't just see the effect of a gun going off, you see what it does to your body. Literally, your insides. You see what it does to the family. You see everything.

Q: And the characters you play?

Clooney: I'm a choreographer. [laughter]

Q: Who exactly is Archie Gates?

Clooney: Archie Gates is sort of based a lot on this guy, [Sgt. Maj.] Jim Parker, who was a technical advisor who gave David a lot of the stuff he used in the script. He also died of cancer while we were
shooting. Great guy. And, interestingly, he'd fought in a lot of different wars. Gates has been through a war [in Vietnam] where we didn't complete it and came home and felt abandoned by his country. And now, he has sort of been promised, "This time we're going in and the country is going to back you and we're going to get this one and do it the right way," and he believed it. What happens is, the minute we crossed those borders, we stopped. And we said, "OK, we win." Just because we said, "We win," not because we finished the job we set out to do. And this character feels abandoned again. So, now, he says, "Screw it. I'm taking care of me." And he goes and finds the gold. That's sort of his Character.

Q: Your character, Cube?
Cube: Chief is basically from Detroit. You know, seen a lot of violence. Very religious man. Basically in the Army Reserves and making a little money on the side and isn't expecting to be caught up in the war. And he gets caught up in the war. He relies on the training, but he is going to rely on the same thing that got him through the streets of Detroit, his Lord and savior Jesus Christ. That's where he's coming from. He's going to take the training and use it perfectly. You know, he's not going to do his own thing. I think Chief is somebody you want on your right hand.

Q: But what happens? He changes too. He agrees to go along with it.

Cube: He has seen so much death on the streets of his home, so he's going to take life the same way. As it comes. He's not going to over-think tomorrow or over-think yesterday. He's going to take it as it comes. And, if this is an opportunity for him, he's going to take it.

Q: And Mark?

Wahlberg: Barlow is just like Chief. Instead of being from the 'hood, he's from the trailer park. I think Troy Barlow is a guy who is trying to do the right thing and now has a family, and a lot of his outlook has changed because his wife has had a baby. I think he also is a guy who thinks he knows a lot more than he does and realizes that early on, but also is eager enough to learn what it's really about.

Q: In one of the more gripping scenes, Mark, you are captured, taken into a bunker and tortured.

Wahlberg: I always say, and it sounds like I'm joking, but I definitely think there is some truth to it, especially after getting to know David after filming the movie, that he wanted to see me being punished as much as possible, and the more the better. [laughter]

Q: They attached some electrical wires to your head?
Wahlberg: Yeah.
Clooney: You got a little jolt one time, didn't you, on purpose?

Q: What is Russell like to work with?
Cube: David is a very interesting director because most directors that I work with, they want to make you do it two or three times their way, and then they'll give you two or three times your way. I mean, most people. David wants you do it two or three times his way, but then he wants to change it and have you do it two or three times the new way, and then he wants to change it again and do it two or three times.

Clooney: He will change while the camera is running. He'll change your lines. The tricky part of it, and what makes the movie not just chaotic but also brilliant, is that you're thrown. You don't ever really get comfortable.

Q: The film was shot in El Centro and the deserts of Arizona and Mexicali, Mexico. What was it like?
Clooney: We had very specific problems in the making of the movie. We'd go to work at 4:30 in the morning because it's a sunlight thing and it's winter in the desert. By 4:30 in the afternoon, we're done. I mean, the sun is gone. . . . So, what happened was, there was a real compressed period of time that we had to work very quickly once we got up and got going.

Cube: You had a name for the way we were working. You said it was "Gone With the Wind" before lunch and "The Dukes of Hazard" after lunch. [laughter]

Wahlberg: There were times when the producer was yelling, "Cut'!" and I'm thinking, "No, that's not David's voice," so I kept going.

Clooney: We had tons of times where literally it was like David and the camera guy running up with the camera up the sand dunes. Everyone chasing the sun with 50 extras in black robes running to get there. And everyone walking in the same steps so you didn't get footsteps and literally them going, "Just shoot!" It was hysterical. But that is part of what gives this movie such energy.

Q: Speaking of interesting shots, about that treasure map . . .

Cube: Spike Jonze [the music video director who plays a soldier in the film] pulls it out of somebody's ass. [laughter]

Wahlberg: More importantly, David O. Russell wrangled the map inside this guy's ass. They were having a hard time seeing the map [in the shot]. You know, they had already set the camera and they didn't want to lay the guy in the dirt and put the thing in his ass until they were ready to shoot. Then, when they did, the map wasn't visible [on screen], so David went over and volunteered and adjusted it. . . .

Q: The depiction of the news media in the film is pretty unflattering. There's one woman who does anything to get the story, and another woman has sex with George's character to get a story.
Clooney: Thank God. I love her for that.

Q: Is that the way it really happened in the Gulf War?
Clooney: It's not the story of all of the media. It's a story of one woman and her, sort of, quest for a story and what she'll do for it. And, ultimately, she ends up doing the right thing, too. . . . I'm a big liberal, so I don't want to get into all my political views, but it was very hard to swallow this war for me a long time ago. But it certainly was a media darling, this war. It was very much, "It's going to be easy. We're going to fly. Nobody is going to get hurt. We're going to bomb some people and get out." And, the truth of the matter is, no one really said, "Wait a minute! Wait a minute! It's not quite what's going on here." Now, of course, we have grown tainted to it and now we've learned, well, certainly, we didn't finish the job and maybe if we are going to be the police force for all of the world, then why aren't we doing enough?

Cube: I think the military learned something in Vietnam, and they were suppressing a lot of information, where they were kind of giving a general statement. "Here's what's going on. Run and tell that." And they weren't really letting people come in close and see a lot of the dead bodies.

Wahlberg: The government definitely has control. If you want to go out and risk your own neck, they can make you disappear just as easily as one of those bunkers in Iraq. We're only entitled to the information that they entitle you to.

Clooney: I don't believe in the word "media" because I don't believe everybody gets in a room and plans [it all out]. For every guy that would conspire, there is somebody who wants to win a lot of awards, I suppose, and become Woodward and Bernstein. I think what happened was, they were given limited access and, because of it, they were starving for stories, and they did whatever they could do to get their stories out.

Q: How did the movie affect your opinions of the Gulf War?
Cube: I'm always the person who says, "There's something else under that cover. This is not the whole picture we're seeing here." I'm a conspiracy man. To know that there's more information that I don't have access to, that didn't surprise me.

Wahlberg: To me, yes, I was as gullible as my character in thinking that we were doing the right thing and that we had saved a lot of people and basically put a stop to killing and to a situation that was out of hand. But I think there's a lot more to it than that.

Clooney: There's no question we're protecting a kingdom on this one, you know, with Kuwait.

Q: Do you think the movie takes the position that we should not be the policeman of the world?
Clooney: No, I think it just shows the responsibility of what happens when you do.

Cube: Yeah. If you're gonna do it, do it. If you're not, not.

Clooney: I don't think this movie passes any judgment on [America]. It just kind of lays out, "Look, here's the problem. The problem is, they're killing people in Kuwait and it's horrible what they're doing." What Hussein did was awful, horrible.

Wahlberg: But it's also easy to look at us, like the LAPD. You know what I'm saying? It's like Rodney King. We're sitting there beating Rodney King. America, in a weird way, is kind of doing the same thing.

Q: What was the hardest part about making this movie?
Wahlberg: Probably all the talks with Cube coming to my trailer.

Cube: We had trailers like this far apart, so when [Wahlberg] would turn [channels on] his TV, my TV would change, and when I would turn my TV, his TV would change. . . . Like, I'd be trying to watch the game and [Wahlberg's] watching the Playboy Channel.

Wahlberg: They were talking about a "Boogie Nights" sequel, so I wanted to be prepared.

Q: George, what are you doing next?
Clooney: Mark's going to do a movie for our company right after we finish up [our current film] "A Perfect Storm."

Wahlberg: You know what my and George's tag-team effort is? It's like, he's Eddie Murphy and I'm Judge Reinhold. "Beverly Hills Cop." You know, I never really get my shot, but I'm right there beside him all the time.

Clooney: Cube just wrote and produced a movie.

Cube: "Next Friday."

Clooney: Didn't Michael Jordan say that [director Gary Gray's 1995 film] "Friday" [which starred Ice Cube] was his favorite film?

Cube: Yeah. I'm happy. I never met Michael Jordan.

Q: Has fame affected you guys very much?
Cube: I don't know. You'll have to ask the people around me. I think I'm the same cat I was before N.W.A and all of that stuff. So, I don't know. I just keep working.

Wahlberg: Well, with me, I think I'm a huge star until I go home and my mother says, "Get the [expletive] out of here! Go clean the [expletive] bathroom!" Obviously, where I started, I came from a world where I didn't have access to anything. I got thrust into it really fast and I had access to a lot of stuff, but I realized a couple weeks later it wasn't me they were really after, it was the image that was coming across. I'm still trying to find someone who likes me.

Clooney: There's a funny thing that happens. You are sort of tested a lot to see if you have changed. People will always look at you like, "So, have you changed?" I was lucky. I was 33 when "ER" hit. I'd been working for 15 years on series. What amazes me is these guys, who got [fame] when they were 12 and that they handle it as well as they do, because I don't know how you do that. I would have believed anything. People tell you you're great. I'd be like, "Yeah! I'm great!"

Q: George, when you saw the script for "Three Kings," you really wanted the part, didn't you?
Clooney: Oh, I fought to get it. I followed David around. I followed him to New York. . . . There was a climate here when we were putting this movie together last summer where the Planet Hollywood had just been bombed by a terrorist, "The Siege" was coming out and they thought that was going to become a big deal, and there was this real concern that this movie was going to put employees at Time Warner in physical jeopardy. And there was a meeting about it where there was basically a conversation going, "We don't feel we should make it." . . . [Warner Bros. production chief] Lorenzo [di Bonaventura] really fought to make the movie.

The truth is, there's going to be a lot of [fallout] from this movie. People are going to give us [expletive]. The Bush world is going to give us [expletive] because George Bush takes it on the chin and because [George W. Bush] is running [for president]. . . . We're not out to get anybody. It's not anti-American. It's not anti-American policy. It's certainly not anti-Arab. What we have is a movie that tells a really good story, and I think we tell it without trying to pass any judgment, and we try to do it with a sense of humor. And, thank God, that Lorenzo and these guys over [at Warner Bros.] said, "You know what? Screw it. I'm not going to be told not to." Doesn't happen all that often. *

GLOUCESTER, Mass. (AP) Just months out of his surgical scrubs, actor George Clooney is donning fishing garb and sailing some rough seas.

The former star of the hit show ''ER'' is starting to film ''The Perfect Storm,'' which details the last voyage of the Andrea  Gail, a doomed fishing boat, brought down by a brutal storm.

Clooney said Tuesday the story was a poignant and important one.

''They're real people, they're real families involved,'' he told reporters at an afternoon press conference attended by other cast members, Gov. Paul Cellucci and other state officials.

The film is drawn from the book ''The Perfect Storm,'' in which author Sebastian Junger details the tragic demise of the crew of the Andrea Gail.

Junger uses narrative infused with bits of science, history and meteorology to tell the story of the Gloucester-based boat and its crew, which vanished without a trace in October 1991.

In the film Clooney plays Captain Billy Tyne. The movie, directed by Wolfgang Peterson, also stars Mark Wahlberg and Mary Elizabeth Mastrantonio, who plays Linda Greenlaw, the world's only female captain of a swordfish boat. Greenlaw's boat was the Hannah Boden, the sister vessel to the Andrea Gail.

Clooney also said that he's been preparing for the part by going fishing with co-star Wahlberg in this picturesque seaside community 27 miles north of Boston.

''Mark didn't catch a big fish,'' Clooney joked.

Also on Tuesday, Peterson presented Junger with a $25,000 check for The Perfect Storm Foundation, which provides   scholarships for the children of commercial fishermen.

The film was scheduled to start shooting today in Gloucester for three weeks.

More than 1,300 movie-extra hopefuls turned out during the open call Saturday in Gloucester for spots in Warner Bros.' ''The Perfect Storm.'' Casting director Kevin Fennessy and his Boston-based crew found 600 extras for the largest crowd scene - a funeral at St. Ann's Church in Gloucester - including several people who had attended the actual services for the ill-fated crew of the Andrea Gail. ''It's unusual to have people tell us all about a scene we haven't filmed,'' said Fennessy. ''Several people told us about how the crowd lined up outside the church. It was touching.'' ...

Fennessy said he also was affected by meeting Christina Cotter, whose fiance, Bobby Shatford, died in the 1991 storm. Cotter stopped by the casting session to introduce herself, and Fennessy said she might be part of the filming. It also looks as if she'll be able to watch - and perhaps meet - actress Diane Lane, who plays her in the movie. (Dorchester homeboy Mark Wahlberg will play Shatford.)

... `Perfect Storm' conditions in Burbank are indoors
Filming on the North Shore for the film adaptation of Sebastian Junger 's book is scheduled to begin just after Labor Day, with construction still taking place on the crew's local hangout, the Crow's Nest. But filming on special-effects shots for ''The Perfect Storm'' and water scenes is already underway on the sound stage at the Warner Bros. lot in Burbank, Calif. That's where Fennessy, on the West Coast for final preparations for the open casting call, saw American Repertory Theatre alum Cherry Jones, who filmed several scenes on one of the rescue ships. ''She was just finishing up her scenes. She won't need to shoot anything on the East Coast for this movie,'' said Fennessy.

HOLLYWOOD (Variety) - Mary Elizabeth Mastrantonio, who recently appeared in John Sayles' "Limbo," will co-star with George Clooney in ``The Perfect Storm,'' a movie version of the best-selling book.

Journalist Sebastian Junger's nail-biter revolved around the doomed fishing boat Andrea Gail, which got caught in one of the century's worst storms in 1991, and the valiant attempts to rescue its crew. Diane Lane and Mark Wahlberg also star in the Warner Bros. drama, which will be directed by Wolfgang Petersen ("Air Force One"). Shooting begins later this month in L.A. and Gloucester, Mass.

Mastrantonio will play Linda Greenlaw, the world's only female swordfish boat captain, whose vessel, the Hannah Boden, was the sister ship to the Andrea Gail.

Beyond her role in Junger's book, Greenlaw later penned ''The Hungry Ocean: A Swordboat Captain's Journey," a Memoir about her dangerous and male-dominated profession.

Mastrantonio's other credits include "Scarface," "Robin Hood: Prince of Thieves," "The Color of Money" and "The Abyss."

BURBANK, Calif.--(ENTERTAINMENT WIRE)--Aug. 6, 1999--Wolfgang Petersen's "The Perfect Storm," an epic drama based on the best-selling book by Sebastian Junger, starring George Clooney, Mark Wahlberg and Diane Lane, began production for Warner Bros. in Los Angeles on July 26, it was announced by Lorenzo di Bonaventura, Warner Bros. president of Worldwide Theatrical Production.

"The Perfect Storm'' is a true account of the courageous men and women who risk their lives on fishing boats and in rescue operations at sea. The unstated fears with which they live every working day are suddenly and terrifyingly crystallized when they are confronted by the greatest storm in modern history.

Directed by Petersen ("Das Boot," "In the Line of Fire," "Air Force One") from a script by Bill Wittliff ("Lonesome Dove''), the film is produced by Paula Weinstein, Petersen and Gail Katz, with executive producers Barry Levinson and Duncan Henderson.

Clooney stars in the upcoming "Three Kings'' opposite Mark Wahlberg and Ice Cube, and has just completed production on the Coen brothers' "O Brother, Where Art Thou?'' Wahlberg won critical attention as the star of "Boogie Nights" and stars with Clooney in "Three Kings." Lane most recently starred in one of this year's most widely praised independent films, "A Walk on the Moon."

Additional cast members in "The Perfect Storm" include John C. Reilly ("Boogie Nights''), Dash Mihok ("The Thin Red Line'') and Josh Hopkins ("G.I. Jane'').

Filming will move in September to Gloucester, Mass., where the events described in Junger's book actually took place, and will return to Los Angeles later in the fall.

Visual-effects house ILM will provide computer graphics under the supervision of Helen Elswit and practical effects will be supervised by John Frazier (``The Haunting,'' ``Armageddon''). The cinematographer is Academy Award winner John Seale (``The English Patient'') and the editor is Richard Francis-Bruce (``Air Force One'').

Warner Bros. will distribute ``The Perfect Storm'' worldwide.

As many All-Star players and their fans were clearing out of town after Tuesday's game, some baseball buffs headed to local night spots. ''NYPD Blue'' actor Dennis Franz and his wife, Joanie, went to The Rack, where ballplayers - including the New York Mets' Ricky Henderson, Arizona Diamondbacks' Matt Williams, and anniversary team member Lou Brock - were partying. ... The post-party at Jillian's Tuesday night was low-key, though Dorchester native Mark Wahlberg stopped by, keeping a low-profile in his bucket hat. ... Celebrities who were expected in town but never made the game included Jerry Seinfeld, Alicia Silverstone, and Uma Thurman.

Mark Wahlberg may return to music for a new film he's considering, "Metal God," a project in which the rapper-turned-actor would portray a replacement singer hired by a veteran heavy metal band.

According to a report in "Variety," Wahlberg would star as the frontman of a metal tribute band who gets a chance to join the actual group after it dismisses its original vocalist.

The screenplay for "Metal God" was penned by John Stockwell and is said to be based upon the real-life story of Tim "Ripper" Owens, the daytime salesman who was chosen to replace Rob Halford in Judas Priest in 1996.

In a strange twist, Wahlberg was approached with the "replacement" part after Brad Pitt, who was originally cast as the soundalike singer, chose to pass on the film.

No director is currently attached to "Metal God," but the picture is being co-produced by George Clooney, who also co-stars with Wahlberg and rapper Ice Cube in the upcoming action-adventure film "Three Kings" due out in the fall.

Mark, the brother of New Kids on the Block's Donnie Wahlberg, enjoyed a brief solo career in the early '90s as Marky Mark, recording such hit songs as "Good Vibrations" and "Wild Side" with his band, the Funky Bunch.

Mark is - as usual - unfailingly sweet, polite,soft-spoken and circumspect in his language. I don't believe he's ever uttered a single expletive in my presence. (I'm always surprised when I read other interviews and there's Mark, cussing up a storm and talking trash! Maybe I bring out the gent in him.) In any case, Mark has come a long way since his days as a rapper, pin-up and Calvin klein model. And his sensitive performance in last year's ''Boogie Nights,'' playing a prodigously endowed porn star, cemented his rep as a serious actor. ''It felt like it was taking forever to get away from all that,'' Mark says of his days as a crotch-grabbing underwear icon, ''but, really, it didn't take that long. It surprised me. It surprised a lot of my old friends, as well.'' (Mark has the classic punk-ruffian persona overlaid with sensitivity and sweetness. He was a sure bet for Hollywood.)

Mark was in town plugging ''The Corruptor,'' the new action flick in which he partners with China's famous Chow Yun-Fat, both playing cops. Mark spouts a few words of Cantonese in this movie, and we asked him to demonstrate. He laughed, and slumped forward into his lobster salad. ''Oh, no, please don't. It was very hard, because I really didn't know what I was saying, and to try to convey an emotion is incredibly difficult. I really admire Chow Yun-Fat. He handles his English so well.''

The actor says it was amusing to play an officer of the law, ''since I was arrested so many times!'' He says that his early life in Boston was ''cops and robbers time ... that's just the way it was. And you know, I'm still kind of paranoid when I see a cop. Though I have no reason to be. But maybe that's a good thing. Maybe if I relaxed I'd be more apt to get into trouble.''

After mostly poking at his lobster salad, Mark ordered chicken and mashed potatoes - but that, too, he picked at. ''I've been watching my weight for months,'' he sighed. (He kept eyeing the mashed  potatoes like they were really a soft pillow for him to rest his head upon.) James Foley, his volatile ''Corruptor'' director, asked him to gain some weight. He did. Too much. Then Foley ordered him to lose it. He did. Now he's in the midst of filming a grueling  Persian Gulf War movie, ''Three Kings,'' with George Clooney and Ice Cube. So he still has to keep fit. Looking as if the mere thought of another day's work - or another interview - might kill him, Mark says, ''We're in the 79th day of what was supposed to be a 63-day shoot. In Arizona. With more to come!'' He is eagerly anticipating a three-month vacation.

Though he has established himself in some fairly dark dramas - ''The Basketball Diaries,'' ''Fear'' (also for director Foley) ''Boogie Nights'' - Wahlberg wants to do comedy. ''I'm developing a story about the phenomenon of boy bands. It'll be a broad comedy about these kids who become poster boys, and maybe they don't have a lot of talent, and the managers and p.r. people around them.'' Will he play one of the  boys? ''Sure,'' says the former Marky Mark with the merriest smile of the afternoon. Well, nothing like a little self-deprecating caricature to round out his career resume.

After a brief conversation about how hard it is to muster anything new to say as these p.r. junkets wind down, Mark announces that he has to go shower and revive himself for Conan O'Brien. He had paid me the compliment of seeing him rumpled. And now I can say, truthfully, that I know how Mark Wahlberg looks when he just wakes up - very cute!"

One of the nice throwaway bits in James Foley's bracingly chilly police drama "The Corruptor" finds the two main characters, Chen (Chow Yun-Fat), a New York City policeman assigned to Chinatown, and his partner, Danny (Mark Wahlberg), bantering at a neighborhood fruit stand. When Danny asks for a peach, Chen insists he choose a plum instead and quotes from a Sinatra song: "Out of the tree of life I just picked me a plum." Later in the film, a fragment of that Sinatra song, "The Best Is Yet to Come," rises on the soundtrack at a particularly dramatic moment and lends the scene, set in the bowels of a grim freighter packed with illegal Chinese aliens, an eerie poignancy.

Little touches like these lend "The Corruptor" a stylish patina that puts it a cut above much of the competition. The movie may be a conventional story of police corruption, temptation and conflicting loyalties, but it never loses its smarts.

The movie tells a story of initiation and duplicity and a friendship between two men that is carefully built, then strained to the breaking point. Danny, assigned to a precinct in Chinatown, finds himself the object of suspicion and scorn at headquarters where Chen, a much-decorated local hero with powerful connections to the Asian-American community, has ruled for years. Initially Danny makes some spectacular mistakes. But as he and Chen collaborate on one risky gang-busting operation after another, the two establish a powerful bond, and each ends up saving the other's life more than once.

The treacherous Chinese-American underworld through which they move is infested with bloodthirsty rival gangs and mob bosses whose gambling and prostitution operations mask the more sinister business of importing illegal Chinese aliens into the United States at $40,000 a head. Many of the women imported are immediately sent to work as prostitutes.

There is no love lost between the New York police and the FBI, which are in a nasty competition for crime-busting credit. Danny, on top of having to cope with Asian-American prejudice, is saddled with an indigent widowed father, an ex-cop who went bad and served time in prison and has incurred thousands of dollars in gambling debts.

As Danny learns the ropes in Chinatown, it becomes obvious that Chen has compromised his integrity on many fronts. With Chen leading the way, Danny accepts some of the corrupt perks of his job, including the free services of prostitutes. A smooth-talking reptilian mobster, Henry Lee (Ric Young), proves particularly adept at manipulating both men.

"The Corruptor" is the second English-language movie, following "The Replacement Killers," to try to establish Chow, a Hong Kong action superstar, in the American market, and it is a much better film than its predecessor. Chow imbues Chen with the stormy intensity of a man whose mind never stops churning. That thoughtfulness, in perpetual conflict with his impulse to swing into action, lends his performance gravity and tension. Wahlberg's Danny, a pug-faced naif who in the movie's surprise revelation turns out not to be as innocent as we thought, is an effective foil for Chow's brooding policeman.

The movie's sleek, smoothly edited action sequences include a superbly choreographed car chase through the streets of Chinatown by the end of which so many vehicles are riddled with bullet holes it looks as though several thousand rounds of ammunition have been discharged.

PRODUCTION NOTES
'THE CORRUPTOR'

Directed by James Foley; written by Robert Pucci; director of photography, Juan Ruiz-Anchia; edited by Howard Smith; music by Carter Burwell; production designer, David Brisbin; produced by Dan Halsted; released by New Line Cinema. Running time: 111 minutes. This film is rated R (under 17 requires accompanying parent or adult guardian). It has violence, profanity, sexual situations and brief nudity.

With: Chow Yun-Fat (Nick Chen), Mark Wahlberg (Danny Wallace), Ric Young (Henry Lee), Paul Ben-Victor (Schabacker), Andrew Pang (Willy Ung), Byron Mann (Bobby Vu), Elizabeth Lindsey (Louise Deng) and Brian Cox (Sean Wallace). 

"He's assumed the identity of everything from a rap star to an army recruit to a psychopath and even a porn star. In the last few years, he's flexed his vocal ability, biceps and even his groin muscles. This month, the versatile Mark Wahlberg takes on what is possibly his most difficult role yet: He stars as Internal Affairs agent Danny Wallace in director James Foley's new action-packed drama, "The Corruptor."

Wahlberg sat down at the Four Seasons Hotel in Beverly Hills to talk candidly about his career, personal experiences and making of the new movie. To kick off the interview, Wahlberg confessed that he has not always been in the Hollywood spotlight. In fact,as a young child, he was virtually poor - something that contributed to many confusing things in his life. Wahlberg admitted that he had a difficult time growing up, and always found himself in trouble. He did, however, stress that one of the weirdest experiences as a youth involved his brothers, one of whom is former New Kid on the Block Donnie Wahlberg.

"When I was a kid, I never had my own room," he said. "I was stuck sleeping with my brothers in the same bed, both of them being older than me. My brothers did a lot of shit that I was really confused about. You know, when you're little and you wake up one morning and your brother has his penis in his hand you don't know what to think."

Escaping the shadow of his brother, Wahlberg soon emerged as the funky pop/hip-hop star Marky Mark.Over the course of his music career, he had two hit albums, Music for the People (which featured "GoodVibrations" and a cover of Lou Reed's "Wildside") and You Gotta Believe.

Already having conquered the music industry, Wahlberg made his movie debut in 1994 in Penny Marshall's "Renaissance Man" as an army recruit alongside Danny DeVito and Gregory Hines. Soon after, his movie career began blooming with prominent roles in "The Basketball Diaries" opposite Leonardo DiCaprio, "Traveller" with Bill Paxton, "Fear," co-starring Reese Witherspoon and 1997's highly talked-about "Boogie Nights," in which he played mama's boy turned porn star Dirk Diggler. Aside from "The Corruptor," Wahlberg's most recent role was in 1998's "The Big Hit."

"I liked doing 'The Big Hit' because it was an action-comedy, and it dealt with some of the darker stuff,"Wahlberg said. "Action movies, like 'The Corruptor,' are different from anything else I've done. It's weird because when you're sitting in a car that's not moving but is supposed to be spinning, it's hard to act, because the car really isn't spinning."

Even though Wahlberg has been featured in a variety of movie roles over the last few years, he said that "The Corruptor" really gave him the chance to flex his acting muscles - not because of the difficult action sequences, but because of the deep and complex father-son relationship that Foley wanted portrayed on screen.

In the film, Wahlberg has to deal with his father (Brian Cox), who comes to Wahlberg's character, Danny Wallace, because he needs money to pay off a huge gambling debt. Danny can not turn his father away, eventhough the two aren't very close.

"I was nervous about having a screen dad because I'm used to acting a certain way around my own dad, and it's strange to do it around someone else," Wahlberg said. "If I had a situation or relationship where I didn't have to care, it wouldn't be so bad, but I did have to care. Acting in a part like this also helps me, because I'm not one to talk about my problems. This role helped me to open up, just not directly."

Despite the emotionally weighted scenes that Wahlberg had to endure while making "The Corruptor," he revealed that he did share some funny moments with his co-star, Asian sensation Chow Yun-Fat.

"During filming, I had told Yun-Fat about the story Burt Reynolds once told Marlon Brando about taping the lines to his forehead during a difficult scene," Wahlberg said. "In the movie, I had to speak a line of Chinese. Before I had to speak the line he (Chow) turned around. When I was about to deliver the line, he turned back around, and the line was taped to his forehead - and it was written in Chinese!"

Wahlberg also found time on the set to teach Chow about American culture.

"Mark taught me a lot of bad jokes, swear words, street talk and a lot of rap songs," Chow said.

Yet it was Wahlberg who supplied Chow with a cigarette whenever he started to crave one, even though Chow is trying to quit.

"Before shooting, he would come up to me and ask, 'Are you going to make me have another cigarette?' Then I'd say, 'Yep, it's going to help you in the scene,'" Wahlberg said.

Wahlberg also admitted that he has had to deal with the after effects brought on by the release of last year's "Boogie Nights," where he stunned audiences with his prosthetic penis.

"I recently went to the Tyson fight," he said. "I was sitting there with a bunch of movie stars and basketball players and stuff, it was like a movie premiere or something. I said, 'God, I have to go the bathroom.' So when I got up, every guy followed me to the bathroom. And I was like, 'It's not real, OK!' There was one guy who was very tall who could see over the stall and he was like, 'God - what happened to you, man?,'" Wahlberg said.

With film success across the board, Wahlberg is enjoying far more than 15 minutes of fame. In the future, he said that he would like his next film to be a comedy, but he will take anything that interests him. He is currently working on establishing his own record label, and will be seen on screen again in the up-and-coming Gulf War epic "Three Kings" with George Clooney and Ice Cube. As for now, Wahlberg is taking life as it comes and enjoying every minute of its good vibrations."