STARRING Joseph Fiennes, Gwyneth Paltrow, Ben Affleck, Geoffrey Rush, Colin Firth, Judi Dench, Simon Callow, Tom Wilkinson

DIRECTED BY John Madden

It was back in 1990 that Universal first fell for the story of a young, frustrated Shakespeare and the lovely woman who helps free Willy of writer's block. ''It has all of the anguish of being young and doubting yourself and your career, and it just happens to be Shakespeare,'' says Rush, who plays the manager of the Rose Theatre. Trouble was, dream pairings like Julia Roberts and Daniel Day-Lewis, or Winona Ryder and Kenneth Branagh, failed to materialize. But as fast as you can say turnaround, Miramax snapped it up. Fiennes (younger brother of Ralph) and Paltrow won the leads. Mrs. Brown's Madden took the helm, but not too much of a high road. ''There's nothing remotely academic about this film,'' he says. ''It's about first love.'' (Dec. 25)

THE LOWDOWN It's the story behind Romeo & Juliet. But will fans of the Danes-and-DiCaprio version care?


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