Again with the remakes! Yet, there's less dread for this one than there was for Guy Ritchie's disastrous rendition of Lina Wertmuller's Swept Away.

Perhaps it's because the filmmaker, Jonathan Demme, is credible enough and has a good reputation for directing strong female characters (The Silence of the Lambs). Also because Mark Wahlberg and Thandie Newton are the film's stars, and not Madonna.

The Truth About Charlie is a modern remake of Stanley Donen's enjoyable 1963 romantic murder mystery Charade which starred Cary Grant and Audrey Hepburn. What Demme has supposedly done here is reshape the relationships and personalities of the lead characters, de-emphasize some key elements of the original, and turn the elegant and charming Paris into a more seedy one.

The story follows Regina Lambert (Newton) who is considering putting an end to her marriage while vacationing in Martinique, when she bumps into the charming Joshua Peters (Wahlberg). Upon returning home to Paris, she discovers that her home and bank account have been emptied and her husband (Stephen Dillane) has been mysteriously murdered. That's when Joshua turns up again and offers to help. The more Regina learns, though, the more she must figure out how to protect herself from ever-increasing danger. Meanwhile a trio of her husband's old cohorts (Joong-Hoon Park, Ted Levine, Lisa Gay Hamilton) has begun shadowing her in hopes of answering their own questions about Charlie and recovering a bundle of missing cash.

In the original film, Hepburn's husband was a former World War II officer who had stolen a government payroll, double-crossing his army buddies who were in on the deal.

"I wasn't interested in trying to duplicate the cosmic iconic pairing of Audrey Hepburn and Cary Grant in any way," Demme emphasizes. "First and foremost, it simply couldn't be achieved today, and second, trying for that kind of duplication wouldn't interest me as a filmmaker anyway. At the center of the story are these two characters -- a woman in jeopardy and a guy too damned helpful to even hope for. They are quickly surrounded in the story by an array of characters bent on getting from Reggie things she claims to know nothing about."

But filling Hepburn's shoes wasn't easy. "I was really keyed to making another movie with Thandie," says the director who worked Newton on Beloved. "She's truly a great young actress: charming, deep, incredibly smart, funny, so totally classy, and ready to try anything as an artist, really fearless, and equipped with a remarkably imaginative point of view on character and story. Reggie at her core is an uncorrupted person, a woman of real integrity and decency, with a strong sense of right and wrong. When I saw Charade again, I immediately felt that here was a superb vehicle for this exceptionally gifted and thus-far underutilized actress."

For the role of Joshua, Demme had originally wanted Will Smith for the part, but the actor at the time was occupied with Michael Mann's Ali. Demme even put The Truth About Charlie on the back burner to concentrate on his next project, Intolerable Cruelty, while waiting for Smith to free up. But when Cruelty hit a snag in December of 2000, the director had to come back the film and was forced to look for another leading man.

"I told him to forget Cary Grant," says Demme about Wahlberg. "I considered having that tattooed on my forehead, because we would be going 180 degrees from there. I referred to Mark as the 'anti-Cary Grant.' Instead of this older, dapper, elegant, urbane guy, we were going for a young guy -- street-smart, edgy, self-made: a Boy Scout on the surface who might just harbor a Heart of Darkness on the inside. A guy who is falling head over heels for a dream girl that he can't seem to be straight with, for reasons known only to him."

The film also stars Tim Robbins as a straight-laced embassy official, a role played by Walter Matthau in Charade. Having adopted the 1960s Nouvelle Vague style of French cinema to make The Truth About Charlie, Demme has cast some of the genre's most famous faces in cameos, such as director Agnes Varda, and actors Anna Karina, Charles Aznavour and Magali Noel. Also featured are French rappers Saian Supa Crew.

HOLLYWOOD -- A few truths about Mark Wahlberg: 

He doesn't feel like the remake king. 

He doesn't mind playing second banana to apes, special effects or even other actors. 

He's single and loving it. 

He doesn't mind looking a tad goofy if that's what his directors want. 

He's not crushed if certain actors aren't knocked out about working with him because there are enough directors knocking at his door. 

He has replaced his trademark sense of humour with a more serious, gloomy disposition. 

And he never has aspired to be Cary Grant. 

As the star of the romantic caper The Truth About Charlie (opening Friday), Wahlberg knows he's walking through a bit of a minefield. It's based on Charade, Stanley Donen's 1963 champagne mystery-comedy, which featured the ever-suave Cary Grant as an enigmatic man who claims he's helping widow Audrey Hepburn find the money her dead husband stashed somewhere in Paris. 

After working with Thandie Newton on Beloved, Jonathan Demme set about reworking Charade as a vehicle to showcase Newton. He originally talked with Will Smith about co-starring, but Smith was working back-to-back on Ali and Men In Black II. So, on the advice of P.T. Anderson, who had worked with Wahlberg on Boogie Nights, Demme approached the artist formerly known as Marky Mark. 

"The reason I took the film was to work with Jonathan Demme -- period," Wahlberg says. "The reason I took Planet Of The Apes was to work with Tim Burton, and the reason I'm doing The Italian Job is to work with Gary Gray. 

"For me, it's all about the director. It has nothing to do with box-office potential and I'm not aspiring to be the 'Remake King of Hollywood.' " 

The Italian Job is based on the 1969 movie that starred Michael Caine, while Planet Of The Apes was based on the classic, 1968 Charlton Heston sci-fi flick. 

"I have no problem admitting these movies are remakes," Wahlberg says. "I'm not supposed to call them remakes but, let's face it, there are very few original stories out there, so you go with the best script." 

He's quick to add he's circling around a couple of original projects, including one with The Three Kings director David O. Russell, which he says begins shooting in January. 

"David's script is the most amazing thing I've read in my life. He wrote it for me and we're going to start shooting in January. He's putting together an incredible cast. 

"He's asked me not to say anything about the script. He even made me come to his house to read it and wouldn't let me take a copy away with me." 

Wahlberg has also had a call from Guy Ritchie. 

"Guy called and said he had something for me. I asked what kind of movie he was going to do. He explained it. I liked it so I said yes." 

There was some controversy in recent weeks over The Italian Job. Edward Norton claimed Paramount Pictures was forcing him to make the movie against his wishes. 

"When I spoke to Edward recently, he said he was looking forward to doing the movie and to working with me. I think he wanted to do my role but ended up playing the bad guy. But the screenplay has been rewritten to his liking and that's made him happier." 

Wahlberg insists he is not unhappy that The Truth About Charlie revolves more around Newton's character than his own. 

"It's never about the size of a role," he says. "I think I've managed to get to the position I'm in now (in Hollywood) because of my approach. 

"I just try to do the best I can, work with good people and put my trust in them. I'll take my risks later on in my career. Right now I'm still learning, and fortunately I'm getting to learn from the best." 

Wahlberg got to spend almost five months in Paris filming The Truth About Charlie. 

"It proved romantic for me," he says. "My girlfriend (Jordana Brewster) and I broke up a week after we got there so I was a lot more romantic while I was in Paris than my character. I fell in love a couple of times in Paris and I've fallen in and out of love a couple of times since I got back to America." 

Korean actor Joong-Hoon Park, who plays another of the mysterious strangers menacing Newton, can vouch for Wahlberg's amorous Paris adventures. 

"I went clubbing with Mark a couple of time and he always had a couple of beautiful ladies on his arms. He was never wanting for female company." 

Wahlberg says he was so smitten by Paris he even "considered moving there. It really is the most gorgeous city in the world. 

"My friends and family are back here in America and it's still really hard for me to pull away from them. I'm getting better, though. I was so used to 18 years of my mother's cooking and the sub shop at the end of our street (in Dorchester, Mass.) that the first couple of times I went to Europe I was miserable." 

"I actually did cancel parts of European tours to get back home. Filming in Paris was so exciting that I'm looking forward to filming The Italian Job in Venice and the Italian Alps." 

For his The Truth About Charlie interviews, Wahlberg was looking particularly dapper in his navy Armani. 

In the film, he appears in one scene in a cliched American-in-Paris look complete with turtleneck sweater, beret and trench coat. 

"That's the way Jonathan was dressed the entire time we were in Paris so he was obviously partial to the look. Whatever he wanted me to do, I did. 

"I was there solely to serve Jonathan's vision, even if that mean wearing the beret and turtleneck." 

For most actors, shooting a movie in Paris is the crème de la crème. But Mark Wahlberg isn't like most actors. For one thing, he dreaded spending time in one of the most romantic cities in the world a week after splitting up with his girlfriend of three years, Jordana Brewster. For another, he cringed at the thought of eating French cuisine for five months in a row.

"When I was younger, I hated coming to New York and Los Angeles, let alone going to Europe," he recalls. "I was so used to 18 years of my mother's cooking and the sub shop on the corner, and that was it.

"So, the first couple of times I went to Europe, I was miserable. I got a lot of people fired, especially when I was in my recording days. I would get off a plane, and I would get a little whiff of the fumes in London, and I'd be right back on the plane, canceling the entire trip. And, this time, I have to tell you, I really wasn't looking forward to going abroad."

But when he arrived in Paris to begin shooting "The Truth About Charlie," Jonathan Demme's valentine to all things French, Wahlberg discovered a pleasant surprise in store for him.

"I got there, and I was just amazed," he says, sipping a bottle of water in his Beverly Hills hotel suite. "The food, the wine, the architecture - everything about the city was just goorgeous. I didn't want to leave."

Being a free man in Paris had its advantages. "I fell in love a couple of times," says Wahlberg, 31, looking stylish in a dark gray Armani suit. "It was wonderful. I guess the break-up was a case of perfect timing."

The same could be said of Wahlberg's ever-evolving career. When his hip-hop records stopped selling, the artist formerly known as Marky Mark transformed himself into an actor.

First came supporting roles in movies like "Renaissance Man" and "The Basketball Diaries." Starring turns in "Boogie Nights," "Three Kings," "The Perfect Storm," and "The Planet of the Apes" quickly followed.

Now, with "The Truth About Charlie," which opens Friday, Wahlberg is making his debut as a romantic leading man. In the movie, a remake of the Cary Grant-Audrey Hepburn 1963 spy yarn "Charade," Wahlberg plays one of a handful of mysterious men all too ready to help a widow (Thandie Newton) fend off thugs.

The idea of the unsophisticated Wahlberg inhabiting the same role as the super-suave Grant has struck some as strange casting. But Wahlberg wasn't intimidated by the prospect of stepping into an icon's shoes.

"Cary Grant is great in everything; but he's Cary Grant, you know," says Wahlberg. "He's the same in every movie he's done. We went a completely different direction with my character."

In fact, Demme went a completely different direction with the whole film.

Unlike the original "Charade," the remake was shot in a style that pays homage to the French New Wave films of Francois Truffaut, Jean-Luc Godard, Claude Chabrol, Agnes Varda, Jacques Demy, and Alain Resnais.

New Wave icons Varda, Anna Karina, Charles Aznavour, and Magali Noel all have cameos in the film alongside a cast that includes Tim Robbins, Christine Boisson, and Demme regulars Lisa Gay Hamilton ("Beloved") and Ted Levine ("The Silence of the Lambs").

"The Truth About Charlie" began as a showcase for Newton and Will Smith. But when Smith got too wrapped up in preparations for "Ali," the filmmaker went to Wahlberg instead.

"I was impressed with who Mark is as a person," says Demme. "He's sweet, and he has such a strong desire to change his image. From the moment you see Mark in a beret, speaking French, you know it's a stretch for him. In early screenings, there were laughs of pleasure at seeing him as the fish out of water."

"The Truth About Charlie" marks the second of three remakes in a row from Wahlberg. He took over from Charlton Heston in "The Planet of the Apes," and his next movie, "The Italian Job," will see him stepping into Michael Caine's shoes.

So, is Wahlberg bucking for the title of remake king?

"No, that's certainly not what I'm going for," he says. "But, you know, there are very few original stories out there. It's always kind of the same story anyway; it's just how it's told. No one has really reinvented the wheel yet.

"I wasn't huge fans of any of the movies that I've remade. All of my decisions have been based on working with filmmakers I admire, and not really on the material."

Wahlberg has always done things his way. Growing up in the hardscrabble Boston suburb of Dorchester, the youngest of nine siblings, he fancied himself a rebel. "My whole thing in being a tough guy was to survive my 'hood," he now says. "Once I did that, I could breathe easy."

He almost didn't make it out. At the age of 16, he was sentenced to 50 days at Deer Island Penitentiary for assaulting two Vietnamese men outside a bar. It was a watershed moment for Wahlberg. In prison, he began lifting weights.

When he was released, he started hanging out in a gym instead of on the streets.

At the same time, Wahlberg re-connected with his faith. "Church is so important," he says. "Church is everything."

With the help of his older brother Donnie, then a member of New Kids on the Block and now a regular on TV's "Boomtown," Wahlberg recorded a platinum album with his rap group, Marky Mark and the Funky Bunch. A stint as a Calvin Klein underwear model followed.

A turning point in Wahlberg's life came when he decided to play the deluded porn star Dirk Diggler in "Boogie Nights." Wahlberg can remember his ambivalence about the project, which almost single-handedly established him as a viable leading man.

"I read the first 35 pages, and I thought, 'Well, this is either the most incredible thing in the world and [director Paul Thomas Anderson] really thinks that I can act, or this is a filmmaker who's trying to get Marky Mark to finally take off the underwear, and this is going to be the last thing that I'll ever do.'"

Wahlberg recalls how vulnerable he felt during the first wardrobe fitting. "They put me in a Speedo and cowboy boots," he says, still disbelieving. "It was frightening, but I made the decision to stick with it.

"My whole thing in life was just being worried about what the guys in the neighborhood were going to think of me. I thought to myself, 'Really, am I still trying to please these guys?' I mean, I went to jail trying to please them. So I just let go of those feelings. And that was an incredibly liberating experience."

Up next from Wahlberg are two films that he calls as "edgy and dark" as "Boogie Nights." He'll team up with Guy Ritchie for an as-yet-untitled movie to be shot this summer in London. And then he'll play the leading role in the latest film from "Three Kings" director David O. Russell.

"Oh, God, it's the most amazing script I've ever read in my life," Wahlberg raves. "David wrote it for me, and I'm very excited about it. We're going to start in January."

Another source of excitement for the actor is his new house. After years of using his mother's South Boston residence as his home base, Wahlberg bought a $5 million estate in Beverly Hills last December.

"I'm loving it," he says of the mansion he shares with his mother. "I was just a hard-headed kid from Boston who didn't really want to go anywhere, and I didn't really think that anything else mattered but my neighborhood. That's why it was always so hard to travel. But now, I must admit I love it here. I love L.A."

''I think every director would love to direct a movie where somebody arrives,'' Jonathan Demme says. ''I've been lucky enough to provide parts for actors who did make a dent. Ray Liotta is one. Christine Lahti is another. Mercedes Ruehl. If that happens to happen here, I'll be very gratified.'' 

The guy has nerve. The arrival the veteran director has his hopes up for this time is that of Thandie Newton, the British actress best known for ''Mission: Impossible 2'' and as the title character in Demme's own ''Beloved.'' 

Ask people who know their movies and they'll agree that, yes, Newton is one of the industry's best-kept secrets, a star in chrysalis. But still: Demme's new movie, ''The Truth About Charlie,'' is a remake of the 1963 romantic thriller ''Charade'' - and Newton has been cast in the role that Audrey Hepburn originally played. 

''Heresy!'' you splutter. Please, put down your Maltin guide and chill. Newton is in town along with Demme - they're both at the Ritz-Carlton, Boston Common, for the day, doing due diligence with the press on behalf of the new film - and to sit in a room with her is to be gobsmacked by elegance. 

Clearly, Demme feels the same way. ''Before the movie started, as I always do, I asked Jonathan, `What are your ideas for the character?' an amused Newton recalls about the weird nonpreparation her role entailed. ''And he said, `I just want you to be you in these situations.''' Hair casually falling about her shoulders, moving like a weary gazelle in a clingy meadow-green dress that undulates with roses, the actress has an unshowy, regal beauty that makes her ancestry - she's descended from Zimbabwean royalty on her mother's side - seem more than a press agent's invention. 

The interviewer remembers reading somewhere that Japanese audiences of the 1950s developed a cultural fetish about Hepburn's neck. The interviewer has no problem imagining the same thing happening here. 

But I digress. 

Besides, ''The Truth About Charlie'' is as far from a faithful remake of ''Charade'' as can be imagined, even as it follows the same story line: A young English rose in Paris finds that her new husband (a) is dead, (b) was a not-nice man who worked under multiple identities, and (c) possessed several million dollars that his unpleasant former confederates want back. 

Some of Demme's recasting nods puckishly to Stanley Donen's original - who better to fill the place of Walteer Matthau's hangdog mug than Tim Robbins? And some has caused what Demme calls ''the raised eyebrow'' - Newton, of course, and also Mark Wahlberg in the role originally played by Cary Grant. 

Again, relax: The Grant part has been substantially rewritten for a younger man. The part of Paris 1959, too, is played by Paris 2002, with its Ferris wheel and multiculti bustle. The soundtrack burbles with Euro-Arabic crossover pop. ''The Truth About Charlie,'' in fact, looks to be Demme's friskiest work in years, suggesting not so much a remake of ''Charade'' as a retooling of ''Something Wild'' into an homage to French New Wave movies. Even pop legend Charles Aznavour turns up in incarnations old and new. 

Central to the movie's vibe, indeed its very creation, is the director's infatuation with his star. Make no mistake, what Demme has going with Newton exists only on the movie-love plane - he's long been married to Joanne Howard and has three kids; she's wed to British screenwriter Oliver Parker and has a year-old daughter named Ripley, after Sigourney Weaver's alien catcher. But to watch Demme and Newton playfully snipe at each other in a cavernous hotel meeting room is to appreciate the bonds of creative marriage. 

That trust was born on the set of ''Beloved.'' After that film wrapped, Demme was unwinding one day watching ''Charade'' when the light bulb went on, but he kept Newton in the dark. ''I'd seen very few Audrey Hepburn movies,'' says the actress, ''and then Jonathan showed me `Charade' when I was hanging out at his house. He just wanted me to watch this great movie and was interested in what I thought.'' Sneaky devil. 

''I called Universal Pictures the moment the picture ended,'' recalls Demme. ''And then I called Stanley Donen the next morning. And the possibility of seeing Thandie do her thing under these circumstances was the main fuel. Stanley Donen didn't want to know about that; I just called him up and said, `How would you feel if someone were to remake ''Charade''?' And he said, `Someone like ...?''' And I said, `Well, me, for example.' And he said `Jonathan, you have my blessings.' Just like that. One phone call. An extraordinarily gracious man.'' 

One catch: By the time filming rolled around, Newton was the proud and frazzled mum of a five-month-old, a baby who spent the next four months just off camera. ''I don't think I would have worked had it not been on a movie with Jonathan,'' says Newton. ''I knew I could trust him. Not that I needed him to be super-flexible. I just needed to feed my kid now and again. It was actually the most demanding role I'd ever had in terms of how often I had to be on the set.'' 

The experience turned out to be something of a rebirth for the director as well. ''`Silence of the Lambs,' `Philadelphia,' `Beloved' - three films that I really adore and that were all very heavy-duty pictures - I came off of `Beloved' feeling that I wanted to make a film unburdened by themes that meant a lot to me,'' says Demme. ''So the chance to make `Charade' - especially in a kind of throw-away-thhe-rulebook, hand-held style - was really a chance for me to make another first film.'' 

According to Demme, the last ''first film'' he made was ''Something Wild,'' which came after the dire experience of being fired from ''Swing Shift'' by producer Goldie Hawn. ''Something Wild'' now looks to be on the short list of 1980s classics, which bodes well for ''The Truth About Charlie.'' 

And if ''Charlie'' clicks with audiences, it could bode well for Thandie Newton. No one would be happier than Demme, who rhapsodizes, ''The way that Tim Robbins describes her in the movie - `You've got decency, you've got character, you've got gumption' - that's Thandie. And I think that as people come up and become the individuals who pull audiences into movies, we need the Thandie Newtons. We need the decent human beings with the depth and the integrity.'' 

Spoken like a filmmaker in love. 

The ads for The Truth About Charlie proclaim, "From the director of The Silence of the Lambs and Philadelphia." But true fans of Jonathan Demme - the euphoric artist-entertainer who ssends established forms soaring in new directions - will see this elating comic thriller as the latest work from the man who made Something Wild and Married to the Mob. 

When Demme isn't tackling blockbuster novels like Lambs or grappling with social issues like AIDS in Philadelphia, he is a master of creative fusion, crafting brave and novel styles of funky elegance. For years, he was the secret weapon of American cinema. His movies unearthed neglected seeds of American renewal - and brought them to flower - without winning the accolades and revenue they deserved. 

Citizens Band (1977) and Melvin and Howard (1980) blew in on the final gust of mainstream Hollywood's last creative renaissance and infused it with an infectious and uproarious grass-roots egalitarianism. Demme's Something Wild (1986) equaled David Lynch's Blue Velvet in its hairpin curves and twisted light and darkness, while speaking directly to yuppie self-disgust. 

And Married to the Mob (1988) was a delicious Mafia farce in which Michelle Pfeiffer's gangland widow went through slapstick versions of the Soprano family's agony. These films and others, like Demme's brilliant 1984 Talking Heads concert film, Stop Making Sense, developed video and repertory after-lives that dwarfed their initial audiences. 

But his timing may click with The Truth About Charlie, a wildly enjoyable remake of the Cary Grant-Audrey Hepburn classic Charade. He's brought a ravenous appetite for fresh sights, sounds and textures into his first overseas production. 

Mark Wahlberg plays Joshua Peters, a mysterious American in Paris, and Thandie Newton plays Regina ("Reggie") Lambert, an irresistible Londoner whose husband, Charles, has left her stranded there. (In the 1963 version Grant was "Peter Joshua" and Hepburn "Regina Lampert.") 

A heroine in Paris 

From the moment Joshua and Regina discover that her scampish spouse was murdered, the film moves like a madcap urban steeplechase through the City of Lights. The contemporary Paris of The Truth About Charlie is a bubbling melting pot and an exhilarating playground that hasn't lost the gritty glamour of the early-'60s French New Wave. 

Newton, known to arthouse audiences for her heart-stopping performance in Bertolucci's Besieged and to mass audiences for her Ingrid Bergman-esque co-starring turn in Mission: Impossible 2, embodies a rare live-action heroine who's unflappable and upbeat without making you sick. 

Her Reggie is as sweet and decent as she is beautiful, and rarely in the dumps even after disillusion sets in. Demme may center this tale on the need for truth and honor. But the end effect of the perils of Reggie is to demonstrate the benefits of laughing through disaster. 

Over lunch in Washington, D.C., Demme and Newton are ebullient and maybe just the tiniest bit antsy. Demme says, "Going into the summer, I thought we were dead. But My Big Fat Greek Wedding is now my favorite film in the world, because it's a humanist comedy and it's this enormous phenomenon. It could be a blip, but it appears that folks are turning away from extremes, and from super-duper special effects, and seeking some other fundamental appeal of movies. 

"I hope Charlie can come roaring in on this, because we're an old-fashioned, people-oriented mystery, but dressed up in a very contemporary way." 

Newton adds: "It's a film that a young college person would find and recommend - 'Hey, check out The Truth About Charlie' - and in doing so seem incredibly cool. Because it's intelligent, it's set in Paris, it's got that whole New Wave thing, it's crazed. It's super-hip." 

And it boasts Charles Aznavour, the singing legend who became a movie legend in Truffaut's Shoot the Piano Player, playing Cupid to Wahlberg and Newton as he croons soulfully about love. Will it make Aznavour the next Tony Bennett? "Let's face it," Newton says, "retro is so in now." 

The whole project grew out of their joint excitement. For Demme, re-watching the old Charade and thinking of doing it with Newton were "one and the same experience." He asked Newton, a friend since she starred in Beloved (1998), to take a look at the picture without confessing that he had her in mind for Hepburn's part. 

"I just loved watching it," she says. "It's effortlessly entertaining. At the same time it's got that really dated thing going as well, so when Jonathan talked about updating it, I thought, perfect! Those two artists [Grant and Hepburn] are so much of their time - such icons of that era - that you can plant the story in todayy's Paris and just keep going, going, going." 

Hepburn's shadow 

The story is still about the hero and heroine teaming up to find her slain husband's stash of money before it's snatched by a trio of comic menaces while a Yank intelligence agent keeps his own enigmatic watch on them. But the earlier movie focused on Grant and his need to gain Hepburn's trust. In his version, Demme says, with a laugh, the backbone is "Reggie lands amongst this group of go-for-broke mercenaries and former mercenaries, police investigators, undercover agents - all of them extremely devious or up to no good. And it seems that if they're exposed to Reggie long enough, they fall for her. It's as if they can't resist 'the light.' " 

Demme is proud of the individual rapport that Reggie establishes with each of her allies and antagonists, including Tim Robbins' subtly hilarious "fuddy-duddy" from the American Embassy. For Demme, the only scene in which Newton's Reggie recalls Hepburn's comes near the start, when she returns to Paris from vacation and finds an emptied flat. 

"It's just her calling names out," he says, "but if there's any moment that reminds me of Audrey Hepburn, it's that one. Little Reggie is someone so from her own other planet, and that's how I always felt about Hepburn!" 

He never put the pressure on Newton that the team behind the remake of Sabrina put on Julia Ormond: to step into the previous star's shoes and be accepted as Hepburn reincarnate. Newton says, instead, "He was so keen for me to be inspired by myself - as only a friend could be, one who really knows you, knows what's under things." 

Demme's ability to inspire and be inspired by his collaborators influenced the production from the first rap session to the final cut. Early on, Demme says, Paul Thomas Anderson, a pal and the writer-director of Boogie Nights and Magnolia, "nominated himself to be the screenwriter." 

The two went on a research jaunt to Paris. And between club-hopping and music-sampling and discussing Charade, Anderson suggested "slowing a lot of things down a tiny bit, to color the picture with a little feeling of fantasy." 

Anderson soon left the project to write and direct Punch-Drunk Love, but that idea remains in The Truth About Charlie: much of the action unfolds in almost imperceptible slow motion. (Demme himself shares script credit with Steve Schmidt, Jessica Bendinger, and "Peter Joshua" - a pseudonym for original writer Peter Stone - while Anderson gets thanked in the end credits.) 

Delightful disorientation 

Demme believed that one delightful paradox of the old Charade was that it didn't seem to exist in the same city as the New Wave that was actually exploding all around it. Demme and his longtime cinematographer, Tak Fujimoto, decided to bring a neo-New Wave style to the filming of a script as tight and clever as the original. 

Demme and Fujimoto strove to achieve a "decalculated look" - designing shots rapidly but specifically, nailing them, and then taking them apart. They were hoping to arrive at "the terrific dynamic and energy" and "pleasurable disorientation" of early Jean-Luc Godard films. 

The two rules they held to were more like anti-rules: "We wouldn't worry about matching shots and we would never ever put the camera on a tripod or a foundation, not even for a static composition or one taking in a big wide angle." 

The camera often rested on a half-inflated soccer ball. "We didn't want that shaky-cam feeling that can give people a headache," Demme says, "but instead that floaty feeling we get with our own eyes as we move through the day's events, always adjusting our sight." 

This combination of improvisation and artisanry extended to Demme's collaboration with the actors. "The one note he gave to me," says Newton, "was don't rehearse. He expects actors to come prepared and responsible for our characters, which I really love." 

Demme's method is straightforward: "I hire terrific actors, who will have far better ideas about the characters than I ever would, then shoot what would have been rehearsals. And we shoot quite a bit, until we feel, like, 'Wow - that was terrific!' After that, we shoot three or four more times. You're propelled by the confidence of having done something good, and now you can try something different." For Newton, this open-ended process "keeps the energy going." 

The director revels in the ferment that results. For example, costume designer Catherine Leterrier came up with the dual masterstrokes of dressing Newton in Anna Karina's white raincoat from Godard's A Woman is a Woman (Karina herself makes a resonant cameo as a singer in a tango club) and cloaking Wahlberg in the big tweedy overcoats, turtlenecks, baggy slacks, fedoras and berets of Jean-Paul Belmondo in his prime. 

"If it's amusing to see Mark in a beret or a fedora," Demme says, "that's good, because he is a fish out of water, a relatively unsophisticated man in a sophisticated part of the world." 

'Isn't it fun to watch?' 

Demme knew Wahlberg would never be the next Cary Grant, so he urged him to become the anti-Cary Grant. He has nothing but praise for Wahlberg as "a conscientious actor: he imposes definite guidelines on how he sees his character, which was lovely for me, because Joshua Peters is a sane guy trapped in multiple-personality problems. Mark focused on falling hopelessly in love with a girl and having to be, for a variety of reasons, buttoned up about it." 

The movie has a multitude of moods; finding the right balance was a challenge. 

"We filmed a lot of different movies: a much funnier movie, a much broodier movie, and one that was the absolutely depressing, tragic story of Reggie having picnics alone at home on the floor, sobbing about poor Charles, taking it down to an absolute film noir kind of place, with music to match," Demme says. "I had to say, wait - this isn't Charade, this isn't why we made this. The music helped us find our way a lot. We began to dismantle the dark, suspenseful music and start replacing it with more exotic, unexpected moods. We wanted a spirit of, 'Yeah, she's in a hell of a jam, but isn't it fun to watch it?' " 

"It was another way of including the audience," says Newton - a great insight into Demme's work, because with the generosity of a Jean Renoir, he treats viewers as fellow fans and intimate pals. Demme has dotted the film with bows to movies past (catch the homage to The Umbrellas of Cherbourg) and interwoven remembrances of deceased loved ones, from a photo of Kenneth Utt, who produced several Demme pictures and died in 1994, to a song by his nephew, director Ted Demme (The Ref, TV's Action), who died during production. 

Even if you don't get all the artistic references, let alone the personal ones, you sense the affirmative fervor behind them. Co-producer Nedia Armian recalls taking in a "cornershop" concert in Paris a month after Ted Demme died, with a band featuring a female sitar player. 

"Toward the end of the set Jonathan felt that he was transported to another place and felt Teddy's spirit come to him. He felt Teddy's presence so vividly that he broke into tears. It was a release." 

In its own lighthearted way, so is The Truth About Charlie. It gives off the glow of emotion-fueled entertainment.