MOVIES : Mel--The Man With Two Faces : He’s done cops, romantic heroes, lone avengers and Hamlet, but like the rest of Hollywood, Mel Gibson wanted a crack at directing movies. Just don’t expect a lot of action in this rookie outing

During the Cannes Film Festival in May, I was invited to take a side trip into the hills above the French Riviera resort city, to a rented villa where Mel Gibson had been living while his latest movie, “The Man Without a Face,” was being edited at La Victorine Studios in nearby Nice.

It was an unusual invitation for an unusual occasion. “The Man Without a Face” is Gibson’s first film as a director, and the word passed along was that he would show some footage of the rough assemblage and talk about it.

As it turned out, there was no film to show. Gibson had to ship it ahead to London, where the sound mix was being done, and his demeanor was that of someone who’d just sent his kid off to camp for the first time. More to the point, it was a kid he wasn’t sure anyone would like.

“I’m really close to the film, I’ve had it sitting there in front of me for six months, cutting it, fooling with it,” he said, running a hand nervously through his hair. “I’m so close to it I don’t know if it’s good or not. I think it is.”

Without the film to show, Gibson gamely talked his way through the plot, a somber tale about a troubled adolescent boy and his relationship with a deformed man in a small village in coastal Maine. The boy is suffering self-esteem problems and trying to overcome them by making it into the prep school that his deceased father had attended. The deformed man, whom Gibson plays, is a former prep school teacher whose face was disfigured by fire and his reputation sullied by rumors of child molestation. As he begins tutoring the boy, tongues begin to wag.

Not exactly what comes to mind when we think of a “Mel Gibson movie.”

“No, no, it’s not,” he said, in a near whisper. “But it’s a story I really like.”

Lighter subjects came up that day: the craziness of Cannes, where Gibson had been heralded a decade earlier for “The Year of Living Dangerously”; the London opening of Planet Hollywood, which he had just attended; the upcoming wave of summer action movies, which he was sitting out. But whenever the conversation reverted to his new film, the worried look returned to Gibson’s face, his resonant voice dropped another octave and his hand went back to noogying his own scalp.

“It’s a good story, man, that’s all it’s got going for it,” he said. “There’s no action, nobody gets shot in it. It’s a very languid film, it feels very European to me.”

It probably feels pretty European to Warner Bros. executives too. The studio’s relationship with Gibson goes all the way back to “The Road Warrior” in 1981, and they have since made a fortune on the “Lethal Weapon” series. But now, the series’ ruggedly handsome cop--the wildly physical, sexually dynamic, irresistibly impetuous Martin Riggs--is playing an introspective, small-town pariah with a seared face, and it won’t be an easy sell.

“I think they were sort of wondering what’s this all about?,” Gibson said. “It’s not like ‘Lethal Weapon’ or ‘The Demolition Man’ where you can guarantee it will do a certain amount of business. This is a risk.”

*

Two and a half months later, a much more relaxed Gibson is sitting on a couch in his cluttered, folksy office at Warner Bros. studios in Burbank, talking about “The Man Without a Face” in the past tense. It’s late July and the film isn’t due to open until Aug. 25, but that’s OK.

Since Cannes, the movie has been through three research screenings, cut, fine-tuned and spit-shined. He doesn’t have a lot of faith in research screenings but the approval ratings he got--he says more than 90% of the respondents said they’d recommend it to friends--were about the same as those for “Lethal Weapon” and . . . “Hey, it’s better than getting crappy scores.”

Gibson, in casual shirt, faded Levis and cowboy boots, sits on the edge of the couch trying to fan a deck of playing cards from one hand to the other, a gambler’s legerdemain that he will have to do perfectly for the camera when his next film, “Maverick,” goes into production later this month in Arizona.

Sometimes the cards all make it from one hand to the other; sometimes, they go flying. Either way, they are recycled and the fanning continues, with time out for an occasional cigarette, for the next two hours.

So, where is all that insecurity about “Man Without a Face?”

“I’m still a little insecure about it,” he says. “You always hear directors say that it’s like sending your baby out there to be dumped on or praised, and that’s exactly how it feels. But I think it’s going to be OK.”

By OK he means neither he nor Warner Bros. will be embarrassed by his directorial debut. He has had enough feedback now to know that he has made a sincere, tight drama that will earn respectful reviews, even if it doesn’t post “Lethal Weapon”-size box office grosses. Gibson says he deferred his acting salary, took a minimum fee for directing and brought the film in for about $12 million.

The question remains, why do it at all?

“It’s a natural progression if you love the business to look at the broader picture of storytelling,” he says. “I decided early on that I would direct eventually, and when I read this script I thought, ‘This is it, this is a story I want to tell.’ ”

“The Man Without a Face” is adapted from a novella by Isabelle Holland. The book was optioned several years ago by Canadian producers, who commissioned a screenplay from countryman Malcolm MacRury that eventually reached Gibson’s desk. He knew the Canadians were having trouble getting it financed and made them an offer they couldn’t refuse.

“I read it and said, ‘I like it very much, I’d like to direct it, and we’ll produce it at Icon,’ ” Gibson says. “They said, ‘Fine.’ ”

The story, which was reset from Nova Scotia to Maine because of Maine’s esthetically rugged coastline, centers around Chuck Norstadt (newcomer Nick Stahl), a young boy from a dysfunctional family who is determined to make it into his late father’s prep school, even though he doesn’t seem to have the intellect to pass the entrance exam. He’s failed once, is getting no encouragement from his flighty mother (Margaret Whitton) and is marinating in self-pity when he bumps into Justin McLeod, the mysterious loner he and his friends have cruelly dubbed “Pizza Face” and “Hamburger Head.”

The touchy, and eventually touching, relationship between the boy and the Shakespeare-quoting, Latin-speaking McLeod resembles that in last year’s “Scent of a Woman,” except there is no self-disdain in McLeod, no deference in the boy and no contrived, crowd-pleasing heroics at the end.

“It’s very hopeful, not in an obvious kind of way,” Gibson says. “McLeod doesn’t come in in the final scene and say, ‘I’ll pay the rent.’ That doesn’t happen. This story is all about integrity, tolerance and self-respect. There is grace in it, and that’s something you don’t see much anymore.”

Gibson says he didn’t want to act in his first film but knew that if he couldn’t sign one of three other actors he thought were right for the role, he’d do it.

“I was my fourth choice,” he says, omitting the names of the other three. “Warner Bros. was very good, they didn’t say I had to be in it. But you have to be realistic. They need certain things (to sell it) and you want to give them certain things. We were scratching each other’s backs here.”

The shooting schedule in Maine was a relatively short 48 days, but for Gibson, who spent three hours most mornings having prosthetics applied to his face, each day was a long one.

“I was getting up pretty early to get the makeup out of the way before everyone else got there,” he says. “Then, I’d go to bed a little later than everyone else. I think the crew understood that and said, ‘Well, if he’s not tired, we’re not tired.’ There was an energy level on this movie I’ve never seen before.”

Gibson, who says his biggest surprise about directing was the number of questions he had to answer per minute, couldn’t always keep up with the energy.

“One day, I was talking to the assistant director and the line producer, and I fell asleep in the middle of the conversation. I was like some old guy who just nodded off. When I woke up, there were about 20 Polaroid pictures of me with my mouth open, and all this junk hanging off of me.”

Known as a practical joker himself on movie sets, Gibson was not offended.

“It was kind of neat because you knew they weren’t afraid to have a go at you. That spirit was important to me. At the first big production meeting in Maine, my talk was short and sweet. I said, ‘Anybody not interested in having a lot of fun and making a great picture, screw off (not his actual choice of words) right now.’ I wanted an atmosphere of congeniality. I’ve been on sets that were hostile and it is really counterproductive.”

The only hostile set Gibson will acknowledge is “Mad Max,” the first of a post-nuclear apocalypse trilogy shot in Australia in 1979 with director George Miller. It was the first film for both of them, and Gibson calls it “discovery time.”

“It was really strange. I was trying to understand what George wanted me to do, and he didn’t know. He was doing all of these unorthodox things and the cameraman is screaming, ‘You can’t do that!’ George would scream back, ‘We’re going to do that! There are no rules!’ ”

Gibson, who was born in Peekskill, N.Y., moved to Australia in 1968 with his parents and 10 brothers and sisters, and still maintains permanent resident status there, even though he and his wife and their six children now live near Los Angeles.

He was 21, and was studying acting at the National Institute of Dramatic Arts in Sydney, when Australian film exploded into international prominence in the late ‘70s. Almost simultaneously, the world discovered Miller, Peter Weir (“Gallipoli”), Fred Schepisi (“The Chant of Jimmie Blacksmith”) and Bruce Beresford (“Breaker Morant”). And Gibson, now 37, was right there.

“I was just a guy walking by at the right time,” he says. “I was really lucky, to get started with guys like George and Peter.”

Gibson says he was always interested in the technical end of filmmaking and made it a point to learn as much as he could, for the sake of his own performances. “If you know what is going on technically, you’ll be that much further ahead. You can put that in, and use it in a way.”

Still, when it came time to start shooting “The Man Without a Face,” the director had his insecurities, “a paranoia” about being unable to organize himself. And he’s candid in saying he often deferred to the experts around him, like veteran Australian cinematographer Don McAlpine (“Breaker Morant,” “Patriot Games”).

“I thought I had a pretty good handle on the technical stuff. But (McAlpine’s) knowledge is infinitely greater than mine. I’d come out and tell him my idea for a scene. Sometimes, I’d be specific and say, ‘We’ll dolly in and put this lens on it and do that.’ Other times, I would say, ‘Here’s what I want, how do we do it?’ Between us, we’d get what I wanted.”

As for directing a kid on his first outing (the two rules of thumb for avoiding aggravation on a movie are no animals and no children), Gibson says having six of his own was preparation enough.

“I think I’ve been used to the idea for a long time that kids know bullshit and they know when you’re cutting them a fair deal. You can’t fool them and you must never talk down to them. Remember those things and you have no problems.”

It helps, he is quick to add, to have a kid who can act.

“When I saw Nick’s (videotaped) reading, I was blown away,” Gibson says. “You know, we looked at dozens of kids and there were some good ones. But what Nick did was something no one else did. Every line he read came out of something, an emotion, a feeling, a thought. The others were anxious to get their lines read. Nick wasn’t afraid to relax and let it happen. The kid’s a real actor, I’m telling you.”

Gibson had a major stroke of luck in finding someone to play Chuck in the epilogue, a scene that begins with a close-up of Stahl and dissolves to a close-up of 19-year-old Robert DeDiemar Jr., a college student recruited by Icon producer Stephen McEveety out of an elevator in Cincinnati. The likeness of the two faces is so close, it’s startling.

“At the end, Norstadt is four years older,” Gibson says. “I waited a year after we shot the last scenes in Maine, hoping that Nick would just shoot up and we’d get lucky. But he didn’t. When Steve found this kid in Cincinnati, we flew him out on 24-hours notice and put him to work. He’s not an actor but he did a good job.”

Gibson says he doesn’t consider “The Man Without a Face” an experiment and that he will direct again. Maybe not a big action movie like “Lethal Weapon”--”We’ve got guys like Dick Donner to do that”--but he intends to direct more films for Icon, some of which he will not star in.

Meanwhile, he is preparing for “Maverick,” the fifth film to be produced by Icon (the company also made “Hamlet,” “Forever Young” and the upcoming “Airborne”). “Maverick,” being directed by Donner from a script by William Goldman (“Butch Cassidy and the Sundance Kid”), will feature Gibson as Bret Maverick and the original TV Maverick, James Garner, as a federal marshal.

“I met Jim the other day for the first time, he’s a cool guy,” says Gibson, who wasn’t quite two years old when the series premiered in 1957. “We’re going to have a great time.”

Gibson puts down the deck of cards, stands and cinches a holster around his waist.

“Have you tried this before?,” he asks, fast-drawing the six-gun and twirling it like a squat baton on his index finger. “This is a lot of fun.”

Gibson spins and spins, trying to time it so he can drop the gun into the holster. It takes six, eight, maybe 10 tries before it finally falls smoothly into place. He shrugs, in a way that acknowledges the work left to be done before he can take that act before a camera.

“Ah, it will all be fine when the time comes,” he says, with a secure, relaxed smile. “Nothing to worry about.”