Illuminata, which appeared in official competition at the 1998 Cannes Film Festival, is a most ambitious second directorial effort from the actor John Turturro. Adapted by Turturro and Brandon Cole from Cole's stage play, the film is a love letter to the acting profession, set in the novel environment of a theatrical company in turn-of-the-century (1900s) New York. Not only is the period backdrop a challenge for a low-budget indie production, but Turturro juggles a large ensemble of characters in a farce structure influenced by Feydeau and Jean Renoir's The Rules of the Game. In truth, the movie takes on more than it can handle, but the cast is strong and there are a number of lovely and funny moments to savor.

Turturro stars as Tuccio, the resident playwright of a small repertory company, who has written a new play entitled Illuminata for his lover Rachel (Katherine Borowitz, Turturro's real-life wife), the company's lead actress and manager. The theatre's owners, Astergourd (Beverly D'Angelo) and Pallenchio (the late Donal McCann), feel the script isn't ready, but Tuccio seizes the opportunity to mount the play when the lead actor in the company's production of Cavalleria Rusticana falls ill on stage. But Tuccio's hopes are dashed when the powerful, egocentric theatre critic Bevalaqua (Christopher Walken) gleefully pans the play.

The farce mechanism is set in motion when it's learned that Bevalaqua is attracted to Marco (Bill Irwin), one of the company's supporting players, and that the famed actress Celimene (Susan Sarandon) has taken an interest in the play and its author. A night of romantic and would-be romantic entanglements ensues, with nearly every member of the company caught up in some kind of secret rendezvous.

Authors Turturro and Cole are to be commended for trying to pull off a complicated farce with serious literary aspirations. But, perhaps because it's dealing with so many characters, the movie has trouble establishing relationships before rushing headlong into its lusty series of encounters. Sarandon, for instance, is wickedly delightful as the middle-aged diva, but her character is conceived in broad strokes and basically only exists as a temptation that Tuccio must struggle against. Leo Bassi and Aida Turturro (John's sister) are robust as a couple of bawdy actors, but their connection to the main action remains peripheral. The merriment stops for a few minutes to acknowledge the sad fate of the gravely ill young actor Piero (Matthew Sussman), but the character has up to now been so neglected by the script, the intended poignancy doesn't feel genuine.

After all the farcical comings and goings, the movie gets down to its chief concern-the tenuous love relationship between Tuccio and Rachel. Here, the script is at its most eloquent, as Tuccio confesses, 'I fought to keep some space between us because I didn't want to lose you, as I knew I would.' Although for much of the film the handsome Borowitz has seemed too sober and humorless for such a generally lighthearted movie, in the closing scenes she and Turturro generate real emotion that reflects the difficulties of sustaining any kind of intimate relationship.

Uneven as it is, Illuminata offers the pleasure of watching a top-flight cast thoroughly enjoy themselves. Walken's flamboyant character is a predatory stereotype, but his over-the-top performance is quite a spectacle. (It's like a foppish answer to the amorous 'Continental' he played on 'Saturday Night Live.') McCann and D'Angelo are wonderful as the colorful theatre owners, while the suddenly busy Ben Gazzara is terrific as Flavio, a veteran actor who's losing his memory. Rufus Sewell is also fun as an ambitious, philandering young actor with an inflated opinion of his talents.

Handsomely photographed by Harris Savides (The Game) and resourcefully designed by Robin Standefer (The Rapture, Addicted to Love), the movie makes excellent use of such East Coast landmarks as the Loew's movie palace in Jersey City and the Montauk Club in Brooklyn to recreate early-20th-century New York. Also scenic, but a bit of a double standard: Nearly all the actresses here bare their breasts, but there's not even a fleeting glimpse of male nudity. Illuminata recreates turn-of-the-century conventions in more ways than one.

--Kevin Lally