‘Little Guy’ Sends Chill Through Hollywood : Movies: Carl Mazzocone’s court victory over actress Kim Basinger will force stars to choose their lines carefully when discussing a script.

His film production company has five employees. He once served 14 months as a location manager on a movie called “Jaws 3-D.” Among his dubious achievements is overseeing construction of what he claims was the largest tank ever used in underwater photography--2 million gallons.

And now Carl Mazzocone--a self-admitted “little guy” in the world of movie making--has taken on the big guys and rocked the film industry.

On Wednesday, with tears welling in his eyes, the 34-year-old producer stood in a Los Angeles courtroom trying to comprehend what had just happened. Minutes before, a Superior Court jury had ordered actress Kim Basinger to pay Mazzocone $8.9 million for reneging on an oral agreement to appear in his film “Boxing Helena.”

With the verdict, a chill went through the entertainment business, where handshake deals are the norm. Henceforth, big name actors will have to choose their words carefully when discussing a script with a producer or director. What they say and the cooperation they give in pre- production may constitute a binding oral contract.

And it’s all because Mazzocone would not give up. Not in making the movie “Boxing Helena,” even though he first lost Madonna as the star and then Basinger, and not in the legal battle with Basinger.

On Thursday morning, Mazzocone was still trying to come to grips with his good fortune.

“The phone has been ringing so much we can’t play back the messages,” he said. “It’s truly amazing. Friends from all over the country are sending Cristal Champagne. I’m still in a dream.”

Pretty heady stuff for the son of a lawyer who grew up along the Main Line of Philadelphia with no connection whatsoever to the movie business.

To hear Mazzocone tell it, until the verdict was read in court, his recent past has been filled with personal and financial turbulence and doubts that he would ever achieve his dream of being a prominent filmmaker.

After Basinger suddenly dropped out of “Boxing Helena” in June of 1991, he had to scramble to cast Sherilyn Fenn as the lead. Then, Mazzocone said, the roof caved in.

“It was the worst year of my life,” he said. “I went on a downward spiral. I was fighting off corporate and personal bankruptcy. I had to mortgage my home. My uncle died on a treadmill in front of a doctor. The first girl I ever fell in love with dumped me. And then my mom died in my arms in Philadelphia.”

From the age of 7, Mazzocone said, he had been enthralled by black-and-white movies that he saw Sunday afternoons on TV and by the time he completed high school, he knew he wanted to make films. But with no Hollywood connections, he went to Ithaca College in Upstate New York and studied cinema and business management.

After graduating in 1981, Mazzocone said, he “thought it would be easier starving near home” than traveling to the West Coast, so he got a job as an unpaid production assistant in New York on an after school TV special. He did so well that the producer paid him retroactively.

“I just wanted to get a foot in the door,” he said. “I took the train into New York every day.”

Eventually, Mazzocone got a job in Florida as location manager for “Jaws 3-D” and used the 14 months he spent on the film meeting people in the movie industry.

“I knew that if I was going to be serious, I had to make the move (to Hollywood),” he said. “I had my fingernails in something, so I moved to Los Angeles in late ’82 and went to work at Columbia on a movie called ‘Starman.”’ Ironically, he said, Guy McElwaine, the talent agent who represented Basinger when the actress dropped out of “Boxing Helena,” was president of the studio at the time.

Mazzocone later went on to work behind the scenes on a number of films, but he said “I didn’t respect the producers I was working for” and he knew he had to start his own company if he wanted to break into their ranks. So, in October of 1987, he and his high school pal, James Schaeffer, incorporated Main Line Films, named after an area outside of Philadelphia where they grew up.

In the first 18 months, they received 6,600 submissions--novels, screenplays and pitches. But the one that caught his eye, Mazzocone said, was “Boxing Helena,” by Jennifer Lynch, the daughter of “Twin Peaks” director David Lynch. The story was about a surgeon who falls in love with an accident victim and amputates her legs and arms in an attempt to control her.

(On Thursday, the Hollywood trade paper Daily Variety had fun with the movie plot and the trial verdict with the headline: “‘Helena’ Costs Kim Arm and a Leg.”)

Madonna was Mazzocone’s first choice to star as Helena. “Helena was a sexual bitch,” he said, “and putting Madonna in the film was like putting John Wayne in a Western. You don’t need to be an actor, just be yourself.”

But Madonna bailed out of the film in late 1990. “We still don’t know why,” Mazzocone said. Her departure cost him $500,000 in pre-production costs.

Then Basinger was approached and the rest is history. Basinger’s attorney has vowed to appeal the verdict even while Mazzocone and his attorneys continued their efforts Thursday to determine her financial worth.

“If I didn’t make this movie, I would have had to go out of business and give up my dream and go back in the trenches,” Mazzocone said. “I didn’t want to go that way.”

Even as they rejoiced in the verdict, Mazzocone still has not been able to land a domestic distributor for the quirky film. “People who have seen ‘Boxing Helena’ either think it’s a masterpiece or hate it. There is no middle ground.”