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Bruce Willis stars in "Hudson Hawk," an action-comedy summer movie, that originated from an unpublished song.

From an unpublished song to a mega-budget movie . . . that is the evolution of "Hudson Hawk."The Tri-Star Pictures action-comedy, starring Bruce Willis as a reformed cat burglar blackmailed into stealing from the Vatican, is due out May 24.

It got its unlikely start 10 years ago in New York City, when musician Robert Kraft wrote a song about the wind that blows off the Hudson River, and shared it with his buddy - Willis, then a struggling actor.

They worked on the song over the years, developing characters and stories for it, which led to a film treatment, then a screenplay by Stephen De Souza and Daniel Waters.

"It all evolved from this one song into this incredible production," says Kraft, the film's executive producer and producer of both of Willis' albums. "It's really a dream come true."

Music is integral to the film: The offbeat Hawk, who disdains wearing a watch, gauges his intricate break-ins by singing songs that he has timed and memorized. During one, Willis and co-star Danny Aiello duet on "Swingin' on a Star."

Kraft, who produced the Oscar- and Grammy-winning sound track of "The Little Mermaid," says a deal is imminent for a "Hawk" album. It will include warbling by Willis and Aiello and other classics by Bing Crosby and Frank Sinatra. Negotiations are also under way with a "major artist" to sing "Hudson Hawk" over the end titles.

The Joel Silver production was shot over five months on locations here and in Europe, and published reports have put the budget at over $70 million.

"We went a tad over but not as extreme as reported," Kraft insists. "We're right at $44 million at this point." -JOHN M. WILSON

- Ray Manzarek Slams `The Doors' HOLLYWOOD - "Oliver Stone has assassinated Jim Morrison."

That is how one of the real Doors reviews the Jim Morrison film biography.

Ray Manzarek, the real-life keyboardist for the Doors, was legally bound from commenting on Oliver Stone's movie about the legendary rocker before its release. Now he's been unleashed.

"The film portrays Jim as a violent, drunken fool," Manzarek says. "That wasn't Jim. When I walked out of the movie, I thought, `Geez, who was that jerk?' "

Manzarek believes Val Kilmer's portrayal of Morrison was "adequate - a nice attempt." And that the lavish, re-created Doors concert footage was "brilliantly filmed, although over-amped and sensationalistic."

But he insists that the movie fails to capture his band's artistic vision. "The film comes from the entirely wrong philosophical base. The Doors were about idealism and the '60s quest for freedom and brotherhood. But the film isn't based on love. It's based in madness and chaos. Oliver has made Jim into an agent of destruction."

As for the film's alleged errors or alterations, Manzarek claims: "Jim didn't light Pam's closet on fire. He didn't throw a TV set at me. His student film didn't have images from `Triumph of the Will.' That was totally made up. And Jim never quit film school. He graduated from UCLA."

He also believes that the movie misses the Doors' basic message.

"All you see is Jim as a drunken hedonist. The tragedy is that fame consumed him. But that wasn't Jim's message. He was intelligent. He was loving. He was a good man who believed in freedom and in questioning authority.

"But you'd never know that from seeing this film." - PATRICK GOLDSTEIN

- Start the Presses:

HOLLYWOOD - Director Bobby Roth can't seem to avoid the press.

He is about to start shooting his third film in less than two years that involves a journalist as a main character. This time, it's "Keeper of the City" for Viacom Pictures, which rolls April 7 in Chicago for a week, then returns here to finish up.

Early last year, Roth made "The Man Inside" for New Line Cinema, a thriller about a famed German investigative journalist and master-of-disguise. He followed it with "Rainbow Drive," a murder-mystery with a newspaper publisher as the villain.

"Keeper of the City" stars Louis Gossett Jr. as a detective and Peter Coyote as a crusading reporter on the trail of a frustrated investigative reporter who turns vigilante killer when he's unable to bring down the Mob.

Roth shot much of "Rainbow Drive" at the old Los Angeles Herald-Examiner Building and may return there for "Keeper" location work.

Although the former documentary film maker likes the research and investigative qualities of movie making, he calls his recurring journalistic themes "just coincidence." - JOHN M. WILSON

- A Man Called Horst:

HOLLYWOOD - After a five-year absence from the United States, German-born, globe-hopping Horst Buchholz is back.

You probably remember him best for his role of the young Mexican gunslinger who helps liberate a village in "The Magnificent Seven" (1960).

Now, he laughs, "I'm part of the magnificent four - of the air."

Buchholz is co-starring as a German pilot in "Aces," the second sequel to "Iron Eagle," now shooting near Tucson, Ariz.

The action-adventure from Carolco Pictures again stars Louis Gossett Jr., with Rachel McLish as a woman who enlists his help in taking on a drug warlord. Gossett puts together a team of maverick air-show aces comprising Buchholz, Britain's Christopher Cazenove and Japan's Sonny Chiba. John Glen ("Licence to Kill") directs.

Buchholz was introduced to American audiences in "Tiger Bay" (1959), and has always remained busy, moving between feature films and TV productions abroad. Fluent in five languages, he spends three months of every year appearing in plays in Germany or Austria.

Born in Berlin 57 years ago, married for 33 years, he keeps homes in Switzerland, France and Germany.

"But I'm pretty much at home anywhere," says Buchholz, "as long as the bed is hard enough and there's a shower and I can make my own tea." - PAT H. BROESKE

- Quibbles & Bits:

- Ivan Reitman goes to the dogs: The producer-director's currently got a pooch comedy in preparation at Universal called "Beethoven." It's not yet cast.

- So what did Harrison Ford look like as a kid - and as a teen-ager? Casting is under way for the title character - ages 8-10 and 16-18 - for "The Young Indiana Jones Chronicles." George Lucas executive-produces the ABC series, due to air next year.

- More film to TV: James Coburn, best known for his big-screen roles, will play a spy in an untitled series pilot for ABC. Co-executive producer-writer Chris Abbott calls it "James Bond at fiftysomething."

- Cinefile:

HOLLYWOOD - Michael Caine, Carol Burnett, John Ritter, Julie Hagerty, Christopher Reeve, Denholm Elliott and Mark Linn-Baker will star in Hollywood Pictures' film adaptation of "Noises Off," Michael Frayn's stage farce. Director Peter Bogdanovich begins production in early spring, possibly in Santa Barbara, Calif., of the humorous behind-the-scenes tale of a bedraggled British theater company touring the provinces.

David Warner will star in Megagiant Entertainment's "Telephone." The film, produced and directed by Jefery Levy, who co-wrote the script with Colin MacLeod, will examine the relationships of a retired painter with the women in his life - his girlfriend, ex-wife, daughter, sister and mother - much of which are sustained over the telephone. The film will shoot in Los Angeles this summer.

Drew Barrymore and British actor Bruce Payne will star in Pellegrini-Finnegan's "Baby Doll Blues" (aka "Platinum Blues"), which starts shooting in early April under the direction of Ed Pellegrini. Blues musician Willie Dixon, Brion James, Jack Nance and Jack Rader have featured roles in the music-oriented drama.

Alexis Arquette, younger brother of Rosanna Arquette, has signed to star in Starfish Productions' "Mime" to film on location in New York next fall under Noel Black's direction. Jay Neugeboren wrote the screenplay.

Cathy Moriarty and Maruschka Detmers join Armand Assante and Antonio Banderas in "The Mambo Kings," the film version of Oscar Hijuelos' Pulitzer-Prize winning novel. The film, produced by Arnon Milchan and Arnold Glimcher, will be directed by Glimcher beginning March 24 in L.A. and Minnesota. Warners distributes. - KIRK HONEYCUTT

- The Movie Chart:

Films going into production:

MARTIAL LAW UNDERCOVER (M.L. II Partnership). Shooting in Los Angeles. A 24-year-old Billionaire Boys Club-type crime lord becomes the focus of two undercover cops who specialize in the martial arts. Executive producers Pierre David and Robert W. Mann. Producer William Webb. Director Kurt Anderson. Screenwriter Giles Fitzgerald. Stars Cynthia Rothrock, Jeff Wincott and Billy Drago.