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''Before Stepmom, if I read a script twice by the time a movie finished shooting, that was pretty impressive,'' she says. ''Though I'm incredibly intrigued by development, it's not my favorite thing in the world. Every time a new version came in, it was like, 'Oh, this again.'''

After Ron Bass submitted the second of four rewrites, Roberts and Sarandon officially committed (Sarandon also became an executive producer). It was time to find a director. Chris Columbus, of Home Alone and Mrs. Doubtfire fame, accepted the mission (a predecessor, Jessie Nelson, director of Corrina, Corrina, received a writing credit). Ed Harris took the role of the man caught between the two female stars. ''A tough choice,'' he reflects.

Now it was time to really fix the script. ''We did what I'd call intensive rewriting,'' says Columbus. Since Stepmom pivots on, among other issues, an illness the Rat Pack once called the Big Casino, the biggest challenge was making a tearjerker without the jerk. ''In the early drafts,'' Sarandon says, ''Julia and I instantly became best buds. When you get sick, you don't start chatting about your ex-husband's sexual prowess.'' Adds Roberts: ''When I saw Chris' first passes at the revisions, I knew we had the guy that could lead us into battle.''

The troops may have been mobilized, but there was still a minor problem. Everyone, it seemed, loathed the title.

They still do. Though the posters were printed weeks ago, the title still makes Roberts squirm. She shakes her head, rolls her eyes, and pulls a wool turtleneck over her famous lips until all that remains is her forehead. ''Don't make me talk about it,'' she mumbles. Fortunately, we have the highlight reel:

Julia: Stepmom sounds like a booger movie. It makes me think [affects Bela Lugosi accent] horrible evil person will slash your throat at night.
Chris: I saw Stepmom and thought, God, this sounds more like a comedy.
Julia: What was that other movie? Stepfather? Stepdad? Stepsomething?
Susan: I think it's terrible and misleading.
Julia: My favorite title was Goodnight Moon. Nothing will ever be as good. It's like first love.
Susan: I can't remember the others. It's too painful.
Julia: There were a lot of really bad ideas. I thought If I Need You was pretty good.
Susan: There was Both Sides of the Hudson. Or was it Two Sides of the Hudson? I don't know. It's a Wonderful Life?
Chris: Most of our titles sounded like bad soap operas. Promises Kept. See You in My Dreams. Always, Always.
Ed: After a year of Stepmom, I guess they figured, hell, we might as well keep it.

''At this point,'' Roberts laments, ''I'm just trying to make peace with it. I'm trying to find solace in the idea that I've seen some really s---ty movies with amazing titles. So maybe we'll prove that a s---ty title does not a bad movie make.''

In a three-decade career that's moved from kitsch (1975's Rocky Horror) to class, Sarandon has endured some pretty bad titles, but her work has rarely been less than amazing. She extracted personality from Kevin Costner in Bull Durham (1988); she helped us forget Geena Davis was once a model in Thelma & Louise (1991); after four Oscar nods, she hit the Best Actress jackpot in '96 for Dead Man Walking. She's one of the few actresses who can flaunt her considerable physical gifts without sacrificing an iota of respect. For Stepmom, Sarandon again sacrificed glamour for grit. ''You have to strip away everything,'' says the actress, who'll appear next in Wayne Wang's Anywhere but Here, ''and find some inner glow.''

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