Outside the main ticket office for the film festival is a series of white boards that contain all of the movies and their showtimes. When a screening sells out, a thick red line is drawn through the title. I pass this board at least three times a day. On each occasion, there are more red lines. Tickets can still be had obtained a walk-in basis, but those who haven't planned ahead will find their choices restricted. Every year, it seems, the festival grows in popularity. There are 800 journalists here this year, and the number of tickets sold to the general public may surpass the 200,000 mark.

I admire those who stand in line for more than a hour to obtain tickets to a few carefully selected movies. Eavesdropping on their conversations reveals the kind of film-related passion you only encounter at film festivals. No one in line is talking about the weather, Hurricane Katrina, or the price of gasoline. It's all about movies. And everyone has their eyes on the white board, awaiting the next thick red line that will appear and force a re-thinking of schedules.

The galas and special presentations sell out first. This isn't surprising, since those are the programs where the "prestige titles" can be found. No matter, there are plenty of excellent discoveries in the smaller categories. I have a colleague who argues that the only real way to "do" a film festival is to see only films that you have never heard of. Good advice, I suppose, although I never follow it. I write for a mainstream film website, so I have an obligation to see movies that will be of interest to those who read my columns. Plus, I'm genuinely excited about some of the mainstream titles. (That's not to say I don't get to see some of the more obscure stuff; I often don't write about it unless it strikes a chord. Consider last year's Mooladé, for example.)

Three early-festival entries to write about today. They have nothing in common, so I won't try to stretch things by hunting for connective tissue.

Shopgirl, directed by Anand Tucker (Hilary and Jackie) from a screenplay by Steve Martin (adapting his novella), ventures into Lost in Translation territory. Although the relationships in this film are overtly romantic and sexual (as opposed to what was simmering beneath the surface in Translation), there's the same sense of longing and poignance, and a recognition of spirits touching, then passing by. This is a smart, adult romance that rarely panders to clichés, and gives up the heady bliss of most such movies in favor of something bittersweet.

Mirabelle Butterfield (Claire Danes), who moved from Vermont to Los Angeles "to find a better life," works behind a counter in the glove department at Saks Fifth Avenue. She leads a lonely life, drifting from day-to-day, while carrying $39,000 in unpaid student loans and having only a cat to greet her every day when she returns home from work. Desperate for human warmth and contact, she falls into a relationship with Jeremy (Jason Schwartzman), a "font designer" who picks her up at a laundromat. Their fling ends when Jeremy decides to go on a rock-and-roll road trip and Mirabelle goes in another direction. That "other direction" is represented by computer executive Ray Porter (Steve Martin), a commitment-phobe who appears like Sir Galahad to Mirabelle. He's interested in sex with no strings, but she wants more. They have a discussion laying down the parameters of their relationship, but each interprets the words differently. Yet, despite his stated intentions, Ray's actions are more like those of a man besotted than a man looking for a casual liaison.

One tends to associate Martin with comedy, but Shopgirl is a dramatic piece. There are humorous bits (including an instance of mistaken identity that allows Jeremy to score unexpectedly) but, taken as a whole, the movie goes for the heart, not the funny bone. Ten years ago, it might have been unthinkable to accept that Martin has outgrown his "wild and crazy guy" image but, considering the many serious roles he has accepted since Father of the Bride, Shopgirl seems more like the next step in his evolution rather than a surprise.

There are some missteps. The most obvious of these is the way Ray and Mirabelle's story is occasionally interrupted to keep us aprised of Jeremy's misadventures. Although much of the humor comes from these scenes, they are unwelcome deviations. Our emotional energy is invested in Ray and Mirabelle; every time Jeremy makes an appearance, we want to get back to the main story. Plus, Jeremy's continuing presence is a dead give-away that his role in Mirabelle's life is not over. While Shopgirl's success does not demand a surprise ending, based on the way the film is structured, it's not difficult to guess how things are going to turn out.

Claire Danes, after disappearing for several years, has returned as an adult actress. Following Stage Beauty, this is the second straight movie in which she has agreed to a nude scene (it's tastefully done - an artistic rear shot). She doesn't have great range, but, when cast in a role that doesn't demand too much stretching, she can be effective. Mirabelle is that kind of part. Danes also has the ability to look frumpy and attractive with only a few changes, and that's an asset here, as well. Martin, as low-key as he has ever been, almost seems to be channeling Bill Murray at times. Schwartzman is more annoying than endearing, but that's his speciality.

Most of the time, romance is a convenient Hollywood convention - something that can be sold to readers of Harlequin paperbacks. Rarely do we see a film that treats the subject seriously - exploring the highs and lows, the deflating disappointments, the desperate second-chances, the awkward moments, and the delicious yearning. Shopgirl does all of these things. It is not as strong a movie as Lost in Translation, nor does it leave as indelible a psychological imprint, but it will find favor with many who liked Sofia Coppola's venture into similar territory.

Shortly before his untimely death, the great Polish filmmaker Krzysztof Kieslowski devised scenarios for a new trilogy of films he planned to make: "Heaven, Hell, and Limbo." Along with long-time collaborator Krzysztof Piesiewicz, Kieslowski wrote the first screenplay (which would become Heaven, directed by Tom Tykwer). When he died, however, Hell and Limbo were nothing more than sketched outlines. In honor of his friend, Piesiewicz completed the trilogy. For the second installment, L'Enfer (Hell), Denis Tanovic was brought in to direct.

L'Enfer feels more like a Kieslowski movie than Heaven. For the earlier film, German director Tykwer overlaid his own ideas and style on Kieslowski's, which led to some odd scenes and occasional conflicts in tone. For L'Enfer, Tanovic stays true to the late director's approach, even going so far as to include some homages (look for the old woman placing a bottle in a recycling bin). The lush visual style, which features a number of arresting images (a newly-hatched bird struggling to clear the nest of other eggs, a bee drowning in juice), also recalls Kieslowski.

If there's a downside to L'Enfer, it's that, like many movies that demand a deep intellectual and psychological investment from an audience, it's slow - sometimes almost painfully slow. Do not watch this movie when you need a nap. Two primary themes are addressed: the Biblical concept that the sins of the parent are visited upon the children, and the philosophical question of whether the inexplicable can be explained by "destiny" or "coincidence."

The movie, which is said to be loosely based on the second part of Dante's "Inferno," tracks the tumultous lives of three sisters. Celine (Karin Viard) is not currently involved in a relationship. She spends her days traveling back and forth by train to care for her invalid mother (Carole Bouquet), but now a mysterious stranger has entered her life. Sophie (Emmanuel Béart) is trapped in a collapsing marriage that is falling apart due to a combination of her mental instability and her husband's infidelity. Anne (Marie Gillian) is pregnant as a result of an affair with an older, married man who wants to break off the liaison with the young woman. A tragic past event ties these characters together, but, as Celine learns, the depth of the tragedy is greater than any of them suspected.

L'Enfer doesn't offer answers to how these broken lives can be re-assembled. While one single common event cannot be blamed for all of Celine, Sophie, and Anne's troubles, it is among the root causes. Of the three parallel stories, Anne's is the most compelling, and contains the single most effective scene (in which she reveals the affair to her best friend's family, only for the viewer to receive a jolt). Sophie's segments are also intriguing, although it's difficult to imagine how scenes with the gorgeous Emmanuelle Béart could lose a viewer's attention. On the other hand, Celine doesn't have much to do beyond act as a conduit to her mute mother and provide the means by which the filmakers can reveal the truth at the rotten core of the situation.

Despite the international nature of the production team, this is a very French movie - searing, uncompromising, and demanding a great deal (in terms of attention and dedication) from the viewer. The spirit of Kieslowski, which hovers over L'Enfer, would be pleased with the result. This is a fitting tribute.

For all those who think movies don't have enough naked female flesh, welcome to Mrs. Henderson Presents. It will be interesting to see how the MPAA handles this movie. There's some violence, but not much. There's no sex or sex-related situations. There's only one instance of noteable profanity (a single f-word), but there's a lot of "artistic" nudity. Breasts. Buns. Pubic hair. Even a penis or two (including Bob Hoskins). This should be a PG-13 movie - there's nothing salacious or erotic about the naked women. It's all very tasteful. But my bet is that the MPAA will do what they always do upon seeing a nipple - head for the R-rated hills.

Ironically, one of the subjects tackled by Mrs. Henderson Presents is the ridiculous nature of governmental objections to public nudity. The film argues its case persusasively on three grounds: the artistic merit of the female form, the fact that we shouldn't be hiding what God gave us, and the way the fear of nudity has forced many young men underground in their natural desire to view the female form. Men will always seek to glimpse naked women, argues director Stephen Frears, so why turn this into something dirty and clandestine? Celebrate the female form; don't hide it away.

The film, Frears' first since 2002's Dirty Pretty Things, opens in London between the two world wars. It continues into the blitz, giving us a good perspective of the city before and during World War II. Laura Henderson (Judi Dench) is a rich, recently widowed aristocrat. She is bored with widowhood, so a friend offers her some advice. She can try embroidery (which she's no good at), take a lover (she believes she's too old), or buy whatever she wants. The last appeals to her, so she purchases the run-down West End showplace, the Windmill Theater, and decides to renovate it. She wants to present a revue, but that's where the inspiration ends. To handle the production, she hires Vivian Van Damm (Bob Hoskins), a prickly sort of man who demands complete creative control. He and Laura are immediately at odds, but the result of their collaboration is "Revudeville," an immediate success. However, after getting off to a smashing start, the show sputters. That's when Mrs. Henderson comes up with a revolutionary idea to boost business - take a page from the French and make the showgirls nude. The Lord Chamberlain (Christopher Guest), who must okay this sort of thing, agrees, but with one proviso: when the girls are naked, they must remain unmoving.

The film's haphazard and uneven structure is offset by its effective mixing of three genres: comedy, drama, and musical. Mrs. Henderson Presents is at times funny, at times poignant, and at times uplifting. And it avoids a common pitfall for movies focused on stage shows: it does not turn the lives of the performers into soap operas. Only in the case of one girl are we given a back-story, and, even in this situation, there is limited development. 75% of the film centers on the evolution of the stage show (including showing us numerous full production numbers). The other 25% delves into Mrs. Henderson's life, giving Judi Dench an opportunity to shine. Like Dench, Bob Hoskins is in fine form. The two veteran actors play off one another as only seasoned thespians can - sit back and watch the sparks fly. Relative newcomer Kelly Reilly, as Maureen, impresses. And Christopher Guest is dryly funny in a small role.

Frears is one of the most versatile directors working today, and his resume speaks for itself. Mrs. Henderson Presents represent another success for the English-born filmmaker. It offers a feel-good experience, but without the heavy dose of schmaltz that often accompanies such a production. It comes highly recommended and, when the dust of this film festival settles, it will likely be one of the pictures I recall with the greatest clarity. It is also the first title to bear the standard of the newly-formed "Weinstein Company."

© 2005 James Berardinelli