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On a muggy London day in June 1995, John Cleese and Kevin Kline are struggling to bridge the language gap. They're rehearsing a scene from Fierce Creatures -- the follow-up to their 1988 smash, A Fish Called Wanda -- during which Kline's animal-hating character berates a giant tortoise. The question arises: What derogatory term should Kline use for the animal?

''Does tw -- have the same meaning in America?'' Cleese inquires.

''Yes, but it's not in usage much,'' Kline answers politely.

''How about turd -- is it in usage?''

''Oh, yeah!''

Turd it is -- until it's decided heap of s -- - would be funnier. Later, Cleese remembers Kline has already used the S-word in his tirade, so the term changes to ''heap of garbage.''

Seems like a lot of work for a tortoise put-down, but it's business as usual for Cleese and company. It's taken eight years, two directors, fevered rewrites, and last-minute reshoots to get Wanda's crew back on screen, and still the drama isn't over. Says Cleese, ''My greatest fear is we do all this work and people say, 'It's very funny but not as good as Wanda.'''

Wanda was, in fact, very good. After it snared three Oscar nominations and $200 million worldwide at the box office, Cleese decided to try to re-create the magic but not with a straight sequel. ''The feeling was, Been there, done that,'' he explains. So, in 1992, he sat down with Iain Johnstone, London Sunday Times film critic and first-time screenwriter, to devise a script that would reunite him with Kline, Jamie Lee Curtis, and Michael Palin. But rather than continue Fish's story about a bumbling gang of thieves, Cleese started fresh, from an idea that Palin had developed with Terry Jones during their pre-Monty Python days. Cleese cast himself as a corporate executive who sets out to make a small English zoo more profitable by housing only the most dangerous of animals (hence the title). Curtis joined the team as his love interest, an American marketing maven (''I like to refer to her as a corporate slut,'' she says); Palin as the zoo's pesty insect expert; and Kline, who won a Best Supporting Actor Oscar for Fish, as both the company's Rupert Murdochesque tycoon and his ne'er-do-well son. In place of Fish's octogenarian director, Charles Crichton, Cleese enlisted Robert Young (Splitting Heirs).

Filming on Fierce Creatures was completed in August 1995 -- or so the cast thought. But when Universal started to screen the film for test audiences three months later, it became clear they were a long way from finished. The audience was particularly offended by a scene in which the elder Kline character flashed his manhood to impress a tiger. (''We thought it was hysterical,'' Cleese confesses, ''but it was unbelievable how much the audience disliked it.'') They also disapproved of the ending, in which both Kline characters were gored to death by rhinos.

''When [Universal president] Casey Silver said, 'I think you've got to go back to the point where you kill Kevin,' I had three reactions,'' Cleese recalls. '''My God, that's 15 minutes from the end!' 'My God, he's right!' and 'I made the same mistake as last time -- I killed Kevin!''' (The ending of Fish was reshot twice to resurrect Kline's character, Otto.)


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