Oliver Twist | 155829__olivertwist_l
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Oliver Twist: Guy Ferrandis

Charles Dickens' 19th-century tale of a London orphan rescued from a life of street crime has already been adapted umpteen times: for movies, Broadway, TV, even a Disney animated feature with talking dogs. So why on earth would another version, with Sir Ben Kingsley as the kiddie-thief gang boss Fagin (a figure often criticized as anti-Semitic), be just the thing to appeal to director Roman Polanski and screenwriter Ronald Harwood, fresh off the Oscar-winning Holocaust drama The Pianist?

''Roman said he wanted something he could make for children,'' says Harwood. (Polanski, who turns 72 this month, has two preadolescent youngsters — Elvis and Morgane — with his 39-year-old wife, French actress Emmanuelle Seigner.) ''We were looking for a year after The Pianist. I read fairy stories and sub-J.K. Rowling stuff, but I'm not drawn to that kind of fantasy. One day [Roman] telephoned me and said, 'Oliver Twist.''' That was November of 2003. By Christmas, Harwood had finished the adaptation, and by June 2004, Polanski was in Prague filming the reported $60 million production, both on soundstages and on a massive, meticulously period-accurate outdoor street set. Says Harwood: ''It was the quickest thing I've ever known. No hiccups — it just went.''

Was the 18-week shoot hard on 11-year-old Barney Clark, a comparatively inexperienced actor, in the title role? No way, says his 23-year-old costar Leanne Rowe, who plays Bill Sikes' doomed girlfriend Nancy. According to Rowe, the lad was indefatigable: ''He was having the time of his life. He had to be dragged off to his lessons at lunchtime when he wanted to sit and have a chat with us. I'm sure his tutor had the hardest job on set, trying to keep Barney's interest on math and English rather than filming a movie.''