MOVIES : Secure About Her Insecurity : Everyone around Diane Keaton is praising her latest work as a director. But don’t expect her to take those compliments sitting down.

You’re sitting on a park bench outside the Tavern on the Green restaurant in Central Park. It’s early on a perfect Saturday morning in August, which owes its cloudless sky and dry Southern California air to a drought that is threatening to drain the reservoirs of Upstate New York.

While waiting for the restaurant to open and for your breakfast date--actress-turned-film-director Diane Keaton--to arrive, you watch the parade of skaters, bikers and joggers zipping through the park, deftly dodging the exhaust emissions of horse-drawn carriages, and marvel at how such an eccentric array of images adds up to something so familiar.

And speaking of familiar eccentrics, Keaton has arrived, a one-of-a-kind fashion statement hopping out of one of New York’s 12,000 look-alike cabs, and striding purposefully toward the Tavern entrance.

The last time you saw her, at a hotel room in Cannes where her critically praised first directed feature “Unstrung Heroes” had its world premiere in May, she was wearing a loose-fitting, pin-striped gray suit. Today she’s in jet black, head-to-toe, from the puffy beret to the masculine shoes, with a jacket and slacks that resemble a tuxedo, and a black shirt. Only a red bandanna tied around her neck and a pair of silver wire-rimmed glasses break up the decor.

That Annie Hall look, in its various, layered assortments, is one of the contradictions separating her public from her private selves. The dress, the physical mannerisms, the stop/start, self-interrupting verbal tics have created the permanent image of flaky neurotic. Her self-deprecating impulses, her penchant for telling interviewers how not pretty, not talented and not inventive she is has been a refreshing break from the thunderclaps of ego we expect from most stars, but it’s hard to find anyone who agrees with her image of herself.

“She’s incredibly intelligent and complex,” says Woody Allen, who based “Annie Hall” loosely on his romantic relationship with Keaton in the early ‘70s. “She sings beautifully, she can act dramatically well, and comically well, she paints, she draws, she does collages, she photographs. She is gifted graphically and she has an unfailing ear for acting.”

Of her frequent denials of her talent, Allen says, “You can’t go by her. She’s like a kid in school who for two days whines about how lousy she did on a test and ends up getting 100. That’s Diane in a nutshell.”

Nevertheless, she persists. In Cannes, and again here, settled in at a back table in the restaurant’s lushly landscaped garden, she defers compliments about “Unstrung Heroes”--a deeply emotional story about a 12-year-old boy who chooses to live with a pair of highly eccentric uncles after his mother becomes gravely ill--to writer Richard LaGravenese (“The Fisher King”), to Andie MacDowell, John Turturro, Michael Richards and the rest of the cast, to her producers Susan Arnold and Donna Roth, and to the executives--Lauren Lloyd, Ricardo Mestres--at Disney’s Hollywood Pictures.

She rattles off the names as if she were giving a speech for an Academy Award she didn’t de serve. “I feel like a thief,” Keaton told The Times’ Kenneth Turan after the Cannes premiere. “I took from everyone; there wasn’t a section of the film where I wasn’t helped.”

Talk to some of those people and they go on about what a wonderful job she did on the film, how hard she prepared, what an eye for design and detail she brought to it, how unlike Annie Hall--her alter ego and nemesis--she was.

“She’s extremely smart and she knows exactly what she wants,” says MacDowell.

“At the end of the day, this is Diane’s vision,” says producer Roth. “She was so clear on what she wanted to do. She’s quite an artist, very impressive to watch.”

At 49, Keaton has arrived, auspiciously, at a plateau she has been aiming at for nearly 10 years, and for which she began preparing immediately after “Annie Hall” in 1977. She won the Oscar then for best actress, felt the white heat of fame, and recoiled in horror.

“The expectations with me for ‘Annie Hall’ was being Annie Hall,” she says, her right leg dangling lazily over the arm of a wrought iron garden chair. “I was overwhelmed by that [attention] for a character people associated with me. It’s like saying, ‘Don’t carry on with your life, don’t have other interesting things happen to you.’ Do I have to keep repeating that over and over? There’s no way to sustain that, and why would I want to, really?”

With a rave review for her subsequent picture, “Looking for Mr. Goodbar,” Keaton arrived at the moment most actors dream of, but it merely sent her scrambling to her therapist’s couch. The “don’t fight it, embrace it” advice she received did little good.

“It doesn’t matter what people say, I’ve always had strong convictions about what’s wrong for me. . . . I think [too much celebrity] is dangerous territory. I’m sorry, but I really do. You have to go away from it to have any semblance of reasonableness in your life.”

So, while continuing to star in such dramas as “Interiors,” “Reds” and “Shoot the Moon,” Keaton began to look for other creative outlets. She traveled around the country photographing hotel lobbies for a book titled “Reservations.” She edited a second book of movie stills from Hollywood’s Golden Era, and a third from a collection of photos she took of salesmen. She made a 20-minute film about her younger sister Dorrie that she calls “ill-conceived and pretentious,” and she made a 1987 feature-length documentary about Americans’ attitudes toward heaven that critics called ill-conceived and pretentious.

“Most everybody hated it,” Keaton says, with a half-smile, half-grimace. “The New York Times hated it. Man, they were mean to me. I was crushed, I was floored, I was really troubled.”

The film was also a commercial failure, and Keaton could have called her directing career quits right then and would have gotten an argument from no one. But she didn’t.

“I really enjoyed doing it,” she says, “and you couldn’t take that away from me, even if everybody hated it.”

For the next few years, Keaton was in a line with everyone else trying to get directing jobs. “I begged my agent to find me work, any work. I did an after-school special, the lowest form of television. I said, ‘Please, get me a music video. How do I get in?’ ”

Her agent knew singer Belinda Carlisle and got her to take a flier on Keaton. The video worked out, and led to episodes of “Twin Peaks” and “China Beach,” then to a cable movie called “Wildflower,” which starred her friend Patricia Arquette.

“Wildflower” aired in December, 1991, to generous reviews, and became a calling card that landed in the VCR of Arnold and Roth, who had been searching for a director for the follow-up to their first film, “Benny & Joon.”

“We’d had the property for a couple of years and when we saw ‘Wildflower,’ we knew we had our director,” says Arnold. “Diane had this combination . . . this emotional depth and wild crazy sense of humor, the two things we knew we needed to make the movie work.”

Roth and Arnold, the wives respectively of Disney Studios Chairman Joe Roth and 20th Century Fox President Tom Jacobson, had had “Unstrung Heroes” in development for a couple of years, first at Paramount, then at Largo Entertainment, and when they attached Keaton to it and took it to Disney, the deal was quickly made. (Roth and Arnold say they don’t take projects to their husbands. When Disney greenlighted “Unstrung Heroes,” Jeffrey Katzenberg was still running the studio.)

“Disney wanted to make ‘Unstrung Heroes’ for a price, and they felt as excited about Diane as we were,” says Arnold. “When they met with her, one of the first things she said was, ‘This film really has to be funny.’ We all agreed.”

Much of the humor of the story, which is adapted from a 1991 autobiographical novel by Franz Lidz, comes from the eccentricities of the three Lidz brothers played by Turturro, Richards and Maury Chaykin. Sid Lidz (Turturro) is an emotionally aloof, science-worshiping tinkerer, determined to squeeze the imagination out of his 12-year-old son (Nathan Watt). Danny (Richards) is a delusional paranoid, caught in a world that is both magical and terrifying. And Arthur (Chaykin) is a goofy romantic, a collector of other people’s discards, who teaches his nephew the values of life’s simple things.

The brothers, as Richards explains, represent the mind (Sid), the spirit (Danny), and the heart (Arthur) of the story, which are forced into alignment by the terminal cancer of Sid’s beautiful wife, Selma (MacDowell). The story is set in the early 1960s, a period for which Keaton admits great fondness, and for which she was well-prepared to re-create. Her home in Los Angeles, where she has been living for the last five years, is said to be a repository of collectibles--some might call it junk--that she has picked up over the years at swap meets, and it served as a prop department annex for “Unstrung Heroes.”

“When I first talked with her about my character, I said my task was to find his sense of humor,” says Richards. “Later, when she showed us the set, I looked on the walls where my bed was and saw these clown pictures above my head. That was a wonderful touch. It showed me she knew who this character was.”

“Those clowns were from my own private, fabulous collection,” Keaton says, laughing. “I buy them at swap meets. I gave one to Steve Martin when we were doing ‘Father of the Bride,’ and I think he hid it. He doesn’t even bother to bring it out when I’m there.”

What she didn’t supply from her own collections, Keaton found while scouring flea markets.

“Diane is by nature a shopper,” says Susan Arnold. “She would go out herself and look through hundreds of different props to find just the right piece to go on the table, or the right way to decorate Nathan’s bedroom. She had a sense of detail for every part of the movie that made it so rich.”

MacDowell says she sees Keaton as an artist on “Unstrung Heroes,” carefully putting brushstrokes over an image she already had in her mind. In fact, she says, her character was largely influenced by a photograph of a woman Keaton showed her.

“I loved the way she looked,” MacDowell says of the woman. “Diane wanted Selma to appear beautiful even though she’s dying, because there is a strong bond between her and her son and that’s how he sees her.”

Keaton describes the woman in the photo, Laurel Bastendorf, as this exotic creature who lived lived next door to her family in Santa Ana.

“We lived in a tract where every house looked the same, except hers. It was a jungle, and her kids ran around naked. Everybody in the neighborhood thought, ‘Oh, my God, how weird.’ . . . But we got to know her and see how full of life she was, and my mother blossomed from that.”

And so, apparently, did Keaton, who was a little eccentric herself. She affected an odd style in high school--white lipstick, white stockings and ratted hair, she’s told past interviewers--and sought the limelight as a singer and performer in high school shows and plays. By the time Allen met her, after she’d studied in Sanford Meisner’s Neighborhood Playhouse School of the Theater in New York and worked her way up to the lead role in the stage production of “Hair,” she was a comedic diamond-in-the-rough.

“Had she wanted to, she could have been one of the two or three greatest comediennes in film,” says Allen. “Other than Judy Holliday, it’s hard to think of another as great as Diane.”

Keaton, typically, says she was merely given the room, like all actors who work for Allen, to do what comes naturally: “That’s the thing about Woody--he creates a place for you to do what you can do, what’s easy for you to do.”

Keaton says she is awed by Allen’s talent, and wouldn’t attempt to imitate him because she doesn’t know where it comes from. “He’s incredibly inventive and courageous about trying things,” she says, “and I am not.”

Talk to Keaton long enough, and she will admit to being good at a couple of things (and even to having liked some of her work in “Reds” and “Mr. Goodbar”). She does think she’s a good shopper, as Arnold describes her, and that she comes prepared.

“I always prepare for a movie,” she says, “and for this film I had a lot of time and used all of it. I was really, really prepared.”

Some might consider her preparation compulsive. With the help of Gregory Yaitanes, a 25-year-old graduate of USC’s film school, Keaton spent months in the rented Pasadena house where the film was to be shot acting out all of the roles and deciding where the camera would be positioned in every scene. Yaitanes was contacted for this story because Keaton referred to him often as the talent responsible for the film’s design. He was shocked to get the call.

“It’s nice that she’s saying that,” says Yaitanes, who was right out of school and sorting mail at a law firm when Keaton hired him. “I didn’t even expect a credit [he’s listed as “visual consultant”]. The truth is that she didn’t need me to do anything but hold the camera. She knew exactly what she wanted, and she had very specific ideas.”

Keaton, who’s in New York for back-to-back film roles (in Jerry Zaks’ “Marvin’s Room” and “The First Wives Club”), says she wants to continue directing, between acting jobs, but even with the early positive reaction to “Unstrung Heroes,” she’s not counting on getting another assignment from it.

“I know I shouldn’t say this, but I don’t see this as becoming a big movie, in terms of a lot of people seeing it. . . . This is a little bit of a tough story, a small story, and it’s hard because you have to engage people in something that’s not going to give them an immediate kick.”

As Woody Allen says, you can’t go by her. “Unstrung Heroes,” opening in Los Angeles and five other cities Friday, cost a reported $12 million to make, less than half the price of the average major studio feature, and is coming out at a time when adults who’ve fasted through a no-brainer summer are ready to come back to theaters.

Keaton’s willingness to accept disappointment seems to follow a lifelong pattern of insecurity that some psychologists call the “Imposter Syndrome”: that conviction that your success, no matter how great or how much effort you put into it, is undeserved.

“In some ways, you think you deserve your success because it did happen to you,” she says. “But on the other hand, you’re totally insecure, like you’re afraid you’re going to get caught and found out who you really are. Arrogance and insecurity are a bad combination, always, and it can really destroy a life.”