For The Grifters, English director Stephen Frears may have taken a chance with the subject matter Jim Thompson's low-rent con games are a long way from the rarefied duplicity of Frears' earlier Dangerous Liaisons but he didn't gamble on the casting. He knew that in order to believe The Grifters, audiences would have to believe the grifters. ''I looked at Annette (Bening) and thought, 'My God Gloria Grahame!''' he says, referring to the blond-on-the- make from 1953's The Big Heat. For the character of Roy, Frears chose John Cusack. ''When people say John's cast against type because of his baby face and the sheer sweetness he radiates, it makes me wonder what they think a con man is,'' says Frears. ''He's someone you trust implicitly, someone you wouldn't imagine could ever do a dirty to you.'' Then there was Lilly, the most difficult character to cast. ''American actresses are so powerful,'' says Frears. ''Every time I auditioned one I had to go have a lie down. Many of them could have brought so much to Lilly (Geena Davis, Frances McDormand, and Sissy Spacek were a few of the actresses considered), and every one would have made a different movie,'' Frears admits. ''With Melanie (Griffith, the actress originally signed), it would have been about how young she was when she had Roy a baby with a baby. But with Anjelica (Huston), it was a pure, focused story about survival. No one but Anjelica could ever have played Lilly in this film.''