It may have earned Michael Caine an Oscar nom in 1967, but ''Alfie'' isn't exactly a movie cineasts clamor to see remade -- even with a leading man like Jude Law. ''You can't really remake a classic, [but] you can pay tribute,'' says the actor, who clearly has deep regard for the original. So how did director Charles Shyer and producer/writing partner Elaine Pope pay tribute? By throwing out the old film. ''We went back to the novel and took stuff from there that wasn't in the movie,'' explains Shyer, whose ''The Parent Trap'' and ''Father of the Bride'' films (both done with ex-wife Nancy Meyers) make him an unintentional expert on remakes. ''We also went back to the play. So it's not like we're doing 'Oliver' on Broadway for the eighth time.''
Of course, some things about the story haven't changed. Alfie is still, uh, kind of a creep. ''He's a bit of a misogynist,'' Shyer admits of the character, who plows through a string of casual love affairs with Marisa Tomei, Jane Krakowski, Nia Long, and Sienna Miller. But Shyer says he's not worried about trying to sell an unsympathetic lead: ''Alfie's not a terribly likable person. But by the end of the movie you really empathize with him.'' No small thanks to Law. ''The camera picks up who you are, and Jude is a good person,'' adds the director. ''There's something about his soulfulness. I could say a million actors you would hate in this role. But not him.''
During filming, Law had to navigate his own rough relationship waters. Fresh from splitting up with his wife of six years, Sadie Frost, the actor developed a romance with costar Miller. ''I had been through a divorce not that long ago, so I tried to empathize. But he handled it well,'' says Shyer, who had far fewer problems with the couple than he did with the paparazzi. ''They'll do anything to get a shot. We were doing a beach scene so we said, 'Come, take your pictures, then please leave.''' Still, says Shyer, ''This is the best experience I've ever had. For the first time in my life I'm confident as a filmmaker.''
Filming ''Alfie'' was no less a personal experience for Pope. ''I've wanted to remake this movie since I was 13,'' she says wistfully. ''It was just so bittersweet -- the guy who's afraid of love.'' And who may yet have a tough time finding it.
WHAT'S AT STAKE Law's potential overexposure. He's in not one, not two, but SIX films between September and Christmas.