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After a record-smashing summer with two movies climbing into the all-time top 10 ("The Lion King," "Forrest Gump") and a record number going over the $100 million mark ("True Lies," "The Flintstones," "Clear and Present Danger," "Speed," "The Mask," "Maverick"), it's time to slow down and get ready for more serious cinema . . . .

So what does the fall movie lineup have to offer?- Action Pictures!

Sylvester Stallone attempts to duplicate his "Demolition Man" success with "The Specialist" (co-starring Sharon Stone). Charlie Sheen makes a bid for Keanu Reeves-style action stardom with "Terminal Velocity." And even Meryl Streep gives it a go in "The River Wild."

- Horror Pictures!

Tom Cruise in "Interview with a Vampire," Kenneth Branagh and Robert De Niro in "Mary Shelley's Frankenstein" and yet another Freddy Krueger yarn, "Wes Craven's New Nightmare." (So, how come it's not "Anne Rice's Interview with a Vampire"?)

- Science Fiction Epics!

The big-budget interstellar thriller "Stargate," with Kurt Russell. "Timecop," a big-budget time-travel epic with Jean-Claude Van Damme.

- Wild Comedies!

Woody Allen's "Bullets Over Broadway," the baseball farce "The Scout" and George Lucas' "Radioland Murders."

- Looney Cartoons!

Richard Rich's "The Swan Princess," which was independently financed by Utah interests, is the big new animated holiday feature. And a new "Road Runner" short cartoon will precede an as-yet unannounced Warner Bros. feature. Oh, yes . . . and "The Lion King," which goes out of release next week and will return to first-run theaters just before Thanksgiving.

OK, so where is the serious cinema?

Well, there aren't any Merchant-Ivory movies this season, though there are a couple of Merchant-Ivory wannabes - the period comedies "Princess Caraboo," with Phoebe Cates and Kevin Kline, and "The Road to Wellville," starring Anthony Hopkins and Matthew Broderick.

Yet, despite what seems to be an unusually heavy slate of mainstream commercial prospects for this time of year, the usual Oscar-contender suspects abound, such as Robert Redford's look at the 1950s TV quiz show scandals, "Quiz Show"; Robert Benton's soap opera "Nobody's Fool," with Paul Newman; the prison drama "The Shawshank Redemption," starring Tim Robbins and Morgan Freeman; Tim Burton's dark comic biography of moviemaker "Ed Wood," with Johnny Depp; the basketball documentary "Hoop Dreams"; Quentin Tarantino's violent thriller "Pulp Fiction," starring Bruce Willis and John Travolta; etc.

Here, until it changes (which is about every 10 minutes, Hollywood Standard Time), is the schedule for the fall flick season, through mid-November:

SEPT. 23

Fear of a Black Hat - A "mock documentary" spoof of the rap music scene, a la "This is Spinal Tap!"

Fresh - The title character is a young speed-chess wiz who works the streets for local drug dealers in this drama.

Guelwaar - A dark comedy from Africa about culture clashes when a Christian is inadvertently buried in a Muslim cemetery.

Mi Vida Loca (My Crazy Life) - This low-budget independent film observes members of a Hispanic teenage girl gang in Los Angeles.

Quiz Show - True story of the television quiz show scandals of the late 1950s, directed and produced by Robert Redford.

The Shawshank Redemption - This prison drama, based on a Stephen King story, has Tim Robbins as a meek bank robber who becomes friendly with seasoned lifer Morgan Freeman.

Terminal Velocity - Charlie Sheen and Nastassja Kinski star in this thriller about a skydiving teacher mixed up in intrigue.

SEPT. 28

Jason's Lyric - A young man struggles to keep his family together after the death of his father in Houston's inner city.

SEPT. 30

Germinal - Gerard Depardieu stars in this nearly 3-hour-long French epic about miners in 1880s France, based on the novel by Emile Zola.

The Professional - A hit man is brought together by fate with a young girl who changes his life.

The River Wild - Meryl Streep gets top billing in this thriller as she goes white-water rafting with a psycho (Kevin Bacon).

The Scout - A failed recruiter (Albert Brooks) hits it big when he comes across a hot but eccentric young pitcher (Brandon Fraser).

OCT. 7

Ciao, Professore - A big-city teacher finds himself inadvertently assigned to a small-town elementary school, where the children work instead of going to school. A comedy from Italian director Lina Wertmuller ("Seven Beauties").

Ed Wood - Johnny Depp has the title role in this true story of the transvestite "worst director of all time," the creator of "Plan 9 From Outer Space," among others. Directed by Tim Burton ("Batman") in black and white.

The New Age - Angst-ridden drama about a materialistic couple (Judy Davis, Peter Weller) that open an upscale boutique after both lose their jobs.

Only You - Romantic comedy has Marisa Tomei searching for her soul mate in Italy, where she is duped by Robert Downey Jr.

The Specialist - Sharon Stone wants revenge, so she goes to explosives expert Sylvester Stallone. James Woods, Eric Roberts and Rod Steiger co-star.

OCT. 14

Exit to Eden - Dan Aykroyd and Rosie O'Donnell star as cops who go undercover as tourists to investigate an exotic island resort run by dominatrix Dana Delaney.

Helas Pour Moi - Gerard Depardieu stars in this artsy French film by Jean-Luc Godard, roughly adapted from the Greek myth of Alcmene, about Zeus attempting to experience mortal pleasures.

I Like It Like That - A gritty romantic comedy set against a blackout in the Bronx.

Imaginary Crimes - A fast-talking hustler (Harvey Keitel) must take over raising his two daughters when his wife unexpectedly dies in this melodrama.

Little Giants - Rick Moranis and Ed O'Neill are brothers who compete with disparate Pop Warner football teams in this comedy.

Pulp Fiction - This ultra-violent comedy-thriller from Quentin Tarantino ("Reservoir Dogs"), which stars Bruce Willis and John Travolta, was the big winner at the Cannes Film Festival.

Wes Craven's New Nightmare - Yes, Freddy Krueger returns in this new horror yarn from the creator of the first "Nightmare on Elm Street" film.

OCT. 21

Bahji at the Beach - A look at Indian immigrants in England, focusing on women who are also tortured by sexism and racism within their own culture.

D.R.O.P. Squad - A black advertising executive compromises his sense of identity to get ahead, so his family has a radical group kidnap him. Produced by Spike Lee.

Love Affair - Real-life husband and wife Warren Beatty and Annette Bening co-star in this remake of the classic '30s comedy-melodrama, which was remade as "An Affair to Remember" in the '50s.

Pontiac Moon - Shot in southern Utah, this romantic comedy set in 1969 stars Ted Danson and Mary Steenburgen (who became a romantic item during shooting).

The Puppet Masters - Donald Sutherland heads the cast in this sci-fi thriller based on Robert A. Heinlein's book about an invasion of extraterrestrial body snatchers.

The Radioland Murders - George Lucas co-wrote and produced this comedy-mystery about murders at a radio station in the 1930s. Brian Benben (of HBO's "Dream On" sitcom) stars.

The Road to Wellville - Anthony Hopkins headlines this comedy-drama about turn-of-the-century health guru Harvey Kellog. Bridget Fonda, Matthew Broderick, John Cusack and Dana Carvey co-star.

Too Outrageous Animation - A new collection of wild and crazy animated shorts from around the world.

Trapped in Paradise - Nicolas Cage, Dana Carvey and Jon Lovitz are a trio of New York criminals who plan a robbery in a small town and find themselves charmed by the residents in this comedy.

OCT. 28

Chinese Ghost Story III - Mystical martial arts action and romance for fans of Hong Kong cinema.

Nobody's Fool - Robert Benton ("Kramer vs. Kramer") wrote and directed this melodrama about an estranged father and son, starring Paul Newman. Bruce Willis and Melanie Griffith co-star.

Silent Fall - Richard Dreyfuss is a retired child psychologist recruited when an autistic child witnesses a brutal murder. Linda Hamilton co-stars.

Squanto: A Warrior's Tale - An Indian brave is captured by English settlers, escapes and returns to America, where he encounters Pilgrims.

Stargate - Kurt Russell and James Spader are transported to an alien world millions of light years from Earth in this intergalactic thriller.

NOV. 4

Mary Shelley's Frankenstein - Kenneth Branagh directed and stars in this supposedly faithful adaptation of the oft-filmed tale, with Robert De Niro as the monster.

Sunday's Children - A Swedish drama about an estranged father and son, written by Ingmar Bergman and directed by his son as a sequel to "The Best Intentions."

What Happened Was . . . - The horrors of a first date are explored by writer-director Tom Noonan, who also co-stars with Karen Silas in this Sundance Film Festival award-winner.

NOV. 11

Double Dragon - Futuristic thriller has Robert Patrick ("Terminator 2") searching for a magical medallion in "New Angeles."

Interview With a Vampire - The controversial casting of Tom Cruise as Lestat takes center stage in this elaborate adaptation of Anne Rice's novel.

The Pagemaster - Macaulay Culkin stars in this live-action/animation yarn that has him stepping into his favorite books.

The Santa Clause - Tim Allen (of TV's "Home Improvement") tries for big-screen stardom with this holiday fantasy about a man whose life changes when he dons Santa's magic suit.

Vertical Reality - Warren Miller's latest ski film gets a commercial run at the Tower Theater.

The War - Kevin Costner has a supporting role in this allegory that has a brother and sister building a treehouse and then battling neighborhood kids who want to take it over. Elijah Wood stars.

NOV. 18

The Lion King - The Disney summer blockbuster returns after a brief hiatus.

Miracle on 34th Street - A John Hughes ("Home Alone") remake of the classic tale has Richard Attenborough in the role of Kris Kringle.

The Swan Princess - Richard Rich (Disney's "The Black Cauldron," "The Fox and the Hound") directed this animated musical-comedy, with voices by John Cleese, Sandy Duncan, Jack Palance and Steven Wright.

Star Trek: Generations - "Star Trek: The Next Generation" takes over the movie series as Jean-Luc Picard meets James T. Kirk.


Blue Sky - Jessica Lange, Tommy Lee Jones and Powers Boothe star in director Tony Richardson's final film, a melodrama about the coverup of nuclear bomb testing in 1962.

The Browning Version - Albert Finney stars in this Merchant-Ivory wannabe, adapting the Terence Rattigan play about a school teacher forced into retirement. Matthew Modine and Greta Scacchi co-star.

Bullets Over Broadway - Woody Allen wrote and directed but does not appear in this comedy about gangsters and show people in 1920s New York, with John Cusack and Dianne Wiest.

Hoop Dreams - This 3-hour documentary about young black basketball players and their professional aspirations was the hit of the Sundance Film Festival earlier this year.

It's Pat! - Julia Sweeney's androgynous character from "Saturday Night Live" meets his/her/it's perfect match in this farce.

Rapa Nui - Jason Scott Lee ("Dragon") stars in this Polynesian romance set on Easter island. (Kevin Costner executive produced.)

Second Best - William Hurt is a bachelor in a Welsh village who adopts a disturbed young boy in this melodrama.

A Simple Twist of Fate - Steve Martin wrote and stars in this update of "Silas Marner," as a brooding bachelor whose life is changed by the young girl he takes in.

Sleep With Me - Romantic triangle with married couple Eric Stoltz and Meg Tilly taking in their best friend, played by Craig Sheffer.