MICKEY ONE (1965)
with panel on "The Actor's Studio and Film Acting" with Arthur Penn, Rip Torn, and Roger Ebert
(CUL, 7pm)
Warren Beatty is a nightclub comic on the lam from the mob, propelled by a soundtrack featuring saxophone solos improvised by Stan Getz and a propulsive and equally jazzy cinematic style engineered by director Arthur Penn. Sponsored by Bravo and Adelphia.

BLOW UP (1966)
(REG, 7pm)
Michelangelo Antonioni's masterpiece makes Swinging London in the Sixties the backdrop for a metaphysical murder mystery based on a Julio Cortazar short story. David Hemmings plays the photographer and Vanessa Redgrave his reluctant subject, the musical score is by Herbie Hancock, and the band spotted playing in a club is Eric Clapton's Yardbirds.

THE CHELSEA GIRLS (1967)
(VHT, 7pm)
Here is a rare opportunity to view Andy Warhol's greatest film, which is actually two films projected side-by-side, conversing and competing with each other. Unforgettable Factory superstars, including Nico, Pope Ondine, Gerard Malanga, Mario Montez and Hanoi Hannah (actress Mary Woronov) populate the Chelsea Hotel, "the Waldorf of New York's bohemia." Accompanied by the music of the Velvet Underground (210 minutes).

PAYDAY (1973)
with actor RIP TORN
(CUL, 10pm)
This neglected classic of the early '70s is one of the most observant and revealing films ever made about the music business. Rip Torn got the role of a lifetime and ran with it as Maury Dann, "a third-rate Johnny Cash" who barnstorms across the South consuming drugs and women and keeping his shaky career afloat.

HIPSTERS, SLACKERS, AND MAD ARTISTS
(REG, 10pm)
Once again, the Film Festival has compiled a highly entertaining collection of comic and edgy short films drawn from its annual independent film solicitation: Call Me Fishmael (Steven Dovas, 3 min.); "Mad" Boy (Adam Collis, 19 min.); Tracking Signal Impulse Movie (Adam Joyce, 21 min.); One Hand Left (Corky Quackenbush, 9 min.); Zchlom (Larry Fishman, 29 min.); Get That Number (Stephen Leeds, 22 min.).

ANATOMY OF A MURDER (1959)
(CUL, 10am)
Duke Ellington composed the score and makes an appearance, and James Stewart stars in one of his best roles. He plays an easygoing but sly lawyer defending Ben Gazzara from a murder rap and against a city slicker lawyer played by George C. Scott. Otto Preminger directed this classic courtroom drama.

THE MANCHURIAN CANDIDATE (1962)
with guest composer David Amram
(REG, 10am)
Frank Sinatra delivers what is possibly his finest film performance as a Korean war veteran who begins to suspect that he and his patrol have been brainwashed and programmed by the enemy. Angela Lansbury is also unforgettable as a very scary mom. Richard Condon wrote the novel on which the film was based, John Frankenheimer directed, and David Amram crafted one of the most consummate scores ever created for a motion picture.

LE SAMOURAI (1967)
(VHT, 10am)
The French gave the American movie tough guy an existential spin, making him even cooler, in films like Breathless and this masterpiece by French director Jean Pierre Melville. Alain Delon is the killer Jef Costello, perfectly cool in his trench coat and fedora, complemented by Melville's stark, black-and-white, minimal dialogue and style "so tough that its impassive romanticism is not just fascinating, but nearly comic" (David Thomson).

THE CINCINNATI KID (1965)
with guest actor RIP TORN
(CUL, 1pm)
Steve McQueen, the coolest of the rebel stars of the 50s and 60s, is joined by Actors Studio colleagues Rip Torn and Karl Malden in this memorable tale, set in New Orleans, of a young poker player's challenge to the top player in the game. The sultry jazz score is by Lalo Schifrin of "Mission: Impossible" fame.

THE BIG SLEEP (Pre-Release Version) (1946)
(REG, 1pm)
Bogart perfected his "tough guy" image by taking the part of Raymond Chandler's detective Philip Marlowe and by playing off the equally cool Lauren Bacall. Howard Hawks directed the crackling dialogue and inexplicable plot turns by a team of writers that included William Faulkner. This is the recently restored "pre-release" version.

PANDORA'S BOX (1928)
with accompaniment by ART WHEELER
(VHT, 1pm)
The legendary Louise Brooks plays the archetypal femme fatale Lulu "like a cool, beautiful, innocently deadly cat" (Pauline Kael), a flower girl who becomes the consort and later wife of a newspaper editor. Directed by G.W. Pabst based on Franz Wedekind's plays, this silent film has hardly dated a second.

LAST TANGO IN PARIS (1972)
(CUL, 4pm)
Brando as the American tough guy in Paris is too sexually powerful for Marie Schneider to resist, until his cool mask drops. Gato Barbieri's magnificent jazz score is brilliantly woven into the film, along with the imagery of artist Francis Bacon, by director Bernardo Bertolucci.

SHOT BY SHOT: BLOW UP
with ROGER EBERT
(REG, 4pm)
Roger Ebert returns to the Festival to analyze, with the help of a few hundred viewers, the Antonioni film which has puzzled and intrigued many since its release in the Sixties and which rewards close analysis with endless riches. The workshop continues on Saturday and Sunday mornings and is usually the first event to sell out, so order early!

THE CONNECTION (1961)
with producer LEWIS ALLEN
(VHT, 4pm)
Directed by Shirley Clarke, the film observes a group of addicts in a New York flat waiting for Cowboy, their "connection," through the eyes of a documentary-film director and his cameraman. The film adapts a Living Theater production of Jack Gelber's play, and features jazz by Freddie Redd, whose group is startlingly placed in constant view among the addicts.

A CHARLIE CHAPLIN EVENING
accompanied by the PARAGON RAGTIME ORCHESTRA
(CUL, 7pm)
Rick Benjamin brings his 12-piece orchestra to Charlottesville to accompany the Charlie Chaplin classics The Rink, The Adventurer, and The Immigrant, in a program that will entertain all ages. The Washington Post wrote of a Paragon performance of original silent film scores: "Listening to a full band perform the complete scores, written and timed to the action, proved to be a surprising delight ... Benjamin was a genial tour guide through the period, offering informative introductions to the films and the music."

THIRTEEN (1998)
with director DAVID WILLIAMS, followed by a reception with live music by the soundtrack musicians at the Charlottesville Ice Park
(REG, 7pm)
David Williams' film, which has been garnering awards and critical kudos at film festivals from Sundance to Berlin, brilliantly blends documentary and fiction in observing two African-American women and their community of friends in Richmond. Thirteen year old Nina, whose usual lethargy suddenly ends with her new determination to buy a car, is cared for by her grandmother Lillian. Writes Godfrey Cheshire: "Intriguing and utterly distinctive, it offers a vision of the contemporary South that's genuinely an insider's view." The soundtrack musicians will perform at a special post-screening performance and reception in the Ice Park (admission with film ticket required).

FUSES AND OTHER FILMS
with filmmaker CAROLEE SCHNEEMANN and guest speaker B. RUBY RICH
(VHT, 7pm)
Carolee Schneemann is one of the key figures in underground film and performance art in the '60s, and her visual art works and spectacles have become inspirations to contemporary feminist artists searching for a radical eroticism. Schneemann will be introduced by renowned film critic B. Ruby Rich, whose new book, Chick Flicks (1998, Duke University Press) contains a chapter on Schneemann's work. Cosponsored with the Women's Center, which will host a reception following the screening.

SUPERFLY (1972) and FOXY BROWN (1974)
(CUL, 10pm)
These classics of blaxploitation's golden age, when the tough "gangsta" image emerged, will run as a special late night double feature. Superfly, directed by Gordon Parks, Jr., is driven by its landmark, jazzy Curtis Mayfield soundtrack and its hard, unsentimental look at early '70s ghetto life. Foxy Brown, starring Pam Grier, was an inspiration for Quentin Tarantino's recent Jackie Brown, which also starred Grier.

THE KILLING OF A CHINESE BOOKIE (1976)
with guest speaker Ray Carney
(REG, 10pm)
John Cassavetes directed this funny and generous portrait of a true "swinger," an owner of a strip joint living the good life and spreading it around, even when his lack of funds threatens to get him in serious trouble with the mob. Ben Gazzara gives a miraculously inventive performance.

FIREWORKS (HANA-BI) (1997)
(VHT, 10pm)
The coolest of contemporary tough guy action heroes is Takeshi "Beat" Kitano, whose latest film won the Golden Lion at last year's Venice Film Festival and finally comes to Charlottesville. Kitano's sunglasses and face, paralyzed in a recent car accident, convey an intense cool mask barely covering the powerful sentiment he conveys so subtly in his relationships with his detective partners and his dying wife.

FROM HERE TO ETERNITY (1953)
(CUL, 10am)
Two great icons of the '50s "rebel hero" made indelible impressions in this film. Montgomery Clift portrays the soulful bugle playing Prewitt (dubbed by Manny Klein) and Frank Sinatra plays Angelo as a swinging partier (just as Sinatra's "swinger" image was emerging for the first time in his music). Their rebellion against unjust superiors is supported by one good sergeant, Burt Lancaster, whose own rebellious tryst with married Deborah Kerr gets him unforgettably soaked.

SHOT BY SHOT: BLOW UP
with ROGER EBERT
(REG, 10am)
See Friday for details.

THE RIVER'S EDGE (1986)
(VHT, 10am)
This late '80s teen rebel film helped introduce Keanu Reeves among a group of teenagers who barely react when one of their friends murders a girl from their group and leaves her lying on the riverbank. The group's leader is the unforgettably weird Crispin Glover. And as an ambassador from the Easy Rider era of rebellion, Dennis Hopper costars as a burnt-out biker and druggie.

WEST SIDE STORY (1961)
(CUL, 1pm)
Juvenile delinquents sing Leonard Bernstein and Stephen Sondheim's magnificent score, as a Romeo and Juliet reappear in the youth-gang atmosphere of late 1950s NYC. The late Jerome Robbins earned a special award for his choreography, and ten Academy Awards were swept, including Best Picture.

THE FUGITIVE KIND (1959)
(REG, 1pm)
The Associates of the University Library, in conjunction with its exhibition "Sublime Outsider: The Gothic Family and the Outsider," joins the Festival in reviving this unjustly neglected Marlon Brando film, costarring Anna Magnani and Joanne Woodward, directed by Sidney Lumet, and featuring a script by Tennessee Williams based on his play "Orpheus Descending." Brando plays an itinerant musician who seems the essence of Norman Mailer's vision of the hipster as "White Negro." As an outsider disrupting a Southern racist's family and community, Brando seems to herald the coming Civil Rights era (he's even hosed down by cops in a prescient image).

KELLY LOVES TONY (1998)
with filmmaker SPENCER NAKASAKO
(VHT, 1pm)
She's a straight A student. He's a high school dropout who used to run with a gang. Emmy Award-winning director Spencer Nakasako (AKA Don Bonus) deftly guides this uniquely honest video diary about a lu Mien couple. Kelly Saeteurn and Tony Saelio turn the camera on themselves to show what it's like to grow up too fast, too soon in East Oakland, California. Cosponsored with the upcoming U.Va. film series "New American: Cinematic Visions of the Immigrant Experience."

REBEL WITHOUT A CAUSE (1955)
(CUL, 4pm)
This, the most legendary of James Dean's three starring performances, is also the ultimate teen rebel film. Director Nicholas Ray fills the Cinemascope frame brilliantly, and stages unforgettable scenes at the planetarium and at a "chicken" car race. Natalie Wood and Sal Mineo are the teenagers who join Dean and protect each other from clueless cops and parents. This screening is presented in honor of Warner Brothers' 75th anniversary.

ME AND WILL (1998)
with MELISSA BEHR and SHERRIE ROSE
(REG, 4pm)
Me and Will is a grittier Thelma and Louise, a road trip movie in which two women take to the American highway on motorcycles on a quest for the legendary chopper ridden by Peter Fonda in Easy Rider. Jane is a poet and heroin addict who lives in a Winnebago with her strung-out boyfriend. Wilsall has just survived a motorcycle crash after a drunken night, and the two meet and begin their journey in rehab. Actresses Melissa Behr and Sherrie Rose also direct, and are joined onscreen by an eclectic cast including Seymor Cassel, Traci Lords, M. Emmet Walsh, and Keanu Reeves' band Dogstar.

SHADOWS (1960)
with guest speaker Ray Carney
(VHT, 4pm)
John Cassavetes' first film carried the Beat Generation's impulse to jazzy, spontaneous expression to the cinema, encouraging his actors to riff on the script's basic melody. What is particularly surprising here is the film's very critical take on the teen rebel hipster, played by Ben Carruthers as literally a mixed race "white Negro." Also features a moody Charles Mingus soundtrack, and a memorable performance by Lelia Goldoni as Carruthers' sister, also adrift between white and black identities.

PULL MY DAISY: A BEAT GENERATION REUNION
with David Amram, Ed Sanders, and Diane di Prima
(CUL, 7pm)
The classic short Pull My Daisy, written by Jack Kerouac and shot by Robert Frank, will be followed by poetry and jazz performances by Daisy's composer Amram and poets Sanders and di Prima, along with John D'Earth and others. See "Expanded Festival" section for more details.

MELTING POT (1998)
with guest director TOM MUSCA and actor PAUL RODRIGUEZ
(REG, 7pm)
Tom Musca's independent feature is a multicultural dream that dissects the conflicts and compromises facing three candidates in a hotly contested LA City Council election where race seems to matter more than principle. Featuring a cast as diverse as its title suggests, Melting Pot stars comedian Paul Rodriguez, two-time Emmy nominee CCH Pounder and Oscar winner Cliff Robertson.

CONCEIVING ADA (1997)
with guest director LYNN HERSHMAN
(VHT, 7pm)
Lynn Hershman's breakthrough feature stars Tilda Swinton (Orlando, Caravaggio) as Ada Lovelace, the inventor of the first computer language as well as the only daughter of Romantic poet Lord Byron. A startling hybrid of documentary, science fiction fantasy and drama, the film follows contemporary computer programmer Emmy as she begins accessing information waves from Ada's memory. Timothy Leary makes a cameo appearance as Emmy's mentor. Cosponsored with the Digital Media Center.

LIVING OUT LOUD (1998)
(CUL, 10pm)
Written and directed by Richard LaGravenese (screenwriter of Beloved, The Horse Whisperer, The Fisher King, and Bridges of Madison County), Living Out Loud is the story of people coping with the sudden and surprising changes that life can deal out just when you thought things should be going smoothly. The films heroine, played by Holly Hunter, finds herself abandoned by her husband and taking a fresh look at her buildings elevator operator, played by Danny DeVito. Queen Latifah moves away from her rap to embrace jazz as a sultry singer who befriends Holly Hunter's character.

HARD CORE LOGO (1997)
(REG, 10pm)
This fictional documentary follows the reunion tour of a "legendary" Canadian punk band of the same name. Based on a novel by Michael Turner and directed by Bruce McDonald, the film has recently been adopted by Quentin Tarantino's Rolling Thunder and Cowboy Films for an upcoming American release.

FLAT IS BEAUTIFUL AND OTHER FILMS
with artist SADIE BENNING
(VHT, 10pm)
Sadie Benning is one of the most important video artists to emerge in recent years. Her work has traced her developing identity as a lesbian teenager and "riot grrrl," and she has pioneered the use of the Fisher-Price toy Pixelvision camera as a medium for artistic self-exploration. Her latest, most accomplished work, Flat is Beautiful, was the sensation of this summer's New York Video Festival, and it will be accompanied by her recent music video for the band Come, German Song.

ALICE'S RESTAURANT
(CUL, 10am)
Arthur Penn directed this funny and moving elegy to the hippie era, starring Arlo Guthrie, and based the film on his famous song. Guthrie's hippie community in Stockbridge, Massachusetts, led by Alice and Ray, are seen as their period begins to pass, and Guthrie gets pulled into surreal confrontations with the system.

SHOT BY SHOT: BLOW UP
with ROGER EBERT
(REG, 10am)
See Friday for details.

ME AND MY BROTHER (1965-68)
introduced by filmmaker GORDON BALL
(VHT, 10am)
Famed photographer Robert Frank recently re-edited this almost-forgotten masterpiece, an experimental documentary he made with co-writer Sam Shepard about brothers Julius and Peter Orlovsky, the former a mentally ill outpatient, the latter a poet and Allen Ginsberg's longtime companion. The style is a wild collage of film formats and a strange blend of verite and scripted situations. The fascinating cast of characters include Ginsberg, Christopher Walken, Joe Chaikin, and Gregory Corso. Shown with Jonas Mekas' Scenes from Allen's Last Three Days on Earth as a Spirit, a video diary of Ginsberg in the days immediately before and after his death.

SHADRACH (1998)
With director SUSANNA STYRON and author WILLIAM STYRON
(CUL, 1pm)
Director Susanna Styron based her film on a 1978 Esquire story written by her father, the esteemed author William Styron. In the Tidewater country of Virginia in 1935, the Dabney clans fortunes have plummeted since the Civil War and the loss of their tobacco plantation. Father Vernon (Harvey Keitel) is embittered and unemployed and surviving as a bootlegger, his kids are unwashed, and mother Trixie (Andie MacDowell) holds the family togther. An old black man named Shadrach arrives, a 99-year old former Dabney slave who has traveled 600 miles and asks to be buried on the grounds of the old plantation, where the Dabneys still maintain a tumbledown shack.

DECLINE OF WESTERN CIVILIZATION III (1998)
(REG, 1pm)
In this third installment of director Penelope Spheeris' history of punk, which began with Part One in 1979, Spheeris observes four thrash bands in action, but places most of her emphasis on the observation of their audience of homeless L.A. punks. Many come from abusive families, alcoholism is rampant, and no hope is expressed. The film won the Freedom of Expression award at this year's Sundance Film Festival.

TWO WRENCHING DEPARTURES: A Nervous System Performance
by KEN JACOBS
(VHT, 1pm)
The Festival culminates with a live performance by filmmaker Ken Jacobs on his "Nervous System," a two-projector instrument that Jacobs plays like an improvising jazz musician, creating startling 3D and other perceptual effects in the viewer. Jacobs' performances are among the most significant art being created today, and are too infrequently seen outside New York City. The material explored in this show will be footage of artists Jack Smith and Bob Fleischner, friends and collaborators with Jacobs in the underground film movement of the Sixties, and both recently deceased.