2 LIONS & A CUB CAINE, DUVALL, OSMENT A DIVERSE TRIO WITH PRIDE IN THEIR CRAFT.

Byline: Bob Strauss Film Writer

`Secondhand Lions'' has some nice roles for two elderly actors and a child star in those difficult-to-cast, early-teen years.

That it got three of the best movie performers around - Michael Caine, Robert Duvall and Haley Joel Osment - to play the parts is a testament to writer-director Tim McCanlies' original script, long considered one of the best unproduced screenplays circulating around Hollywood.

An elegiac tale of a neglected boy and the gruff great-uncles who see him through a significant summer in the Texas countryside, the film story lends itself to many an ``art-follows-life'' presumption about what 15- year-old Osment might have gleaned from the universally respected and vastly experienced Caine (70) and Duvall (72).

But there wasn't much teaching needed, according to the old pros.

``He's good,'' Duvall, who owns a best actor Oscar for ``Tender Mercies'' and has been an integral element of such classic movies as ``To Kill a Mockingbird,'' ``M*A*S*H,'' the first two ``Godfather'' films, ``Apocalypse Now'' and ``Network,'' says of young Osment. ``Knows what he's doing, so we treated him like just about any other actor.''

``Haley is no child actor, even though he may seem like one,'' adds Caine, the English recipient of two supporting actor statuettes (for ``Hannah and Her Sisters'' and ``The Cider House Rules''). ``He's a proper actor; you don't have to make any concessions to him.''

That established, Osment himself, who rocketed to fame as the parapsychic kid in the blockbuster ``The Sixth Sense'' four years ago, respectfully acknowledges that he learns a lot from all of his professional elders - and with guys who have as much to give as Caine and Duvall do, it's an extra-special treat.

``Every actor who I've worked with has been pretty amazing,'' says L.A. native Osment, who has been acting professionally since the age of 4. ``What they've taught me just being on the set with them, the conversations we've had ... I owe so much of the way I behave on the set and how I know how to deal with things to either their examples or things that they've told me.

``So yeah, they're like surrogate role models. I've never had a negative experience with any actor. With Robert and Michael, I expected their wealth of information to be amazing, but it surpassed even that. They've just been around so long and seen so much that their information is unbelievable.''

Roaring good yarn

Mentoring is certainly at the crux of ``Secondhand Lions.'' Sometime in the 1960s, Osment's Walter is dropped out of the blue at Garth (Caine) and Hub (Duvall) McCann's neglected old farm by his man-hungry single mom (Kyra Sedgwick) while she goes husband hunting out West.

The nervous boy and the crusty old geezers have nothing in common with each other except rather tenuous bloodlines - and no inclinations on any of their parts to bond across the generation gap. But as happens in movies like this, the brothers come to care deeply for the tremulous youth, while Walter learns that these apparently sedentary bumpkins have led quite exotic lives. It all winds up with Walter giving their twilight years new energy and purpose and Garth and Hub imparting invaluable life lessons.

And not only to Walter. In a key scene, Hub single-handedly takes on a cafe full of belligerent young men. After whipping the tar out of all of them, he invites the delinquents back to the farm for patching up, barbecue and heartfelt talking-tos.

Asked what advice he tends to impart to wayward youths himself, Duvall quips, ``After I beat people up, you mean? Yeah, I guess I mentor, but in an unspoken way. See, I've worked with actors who give you advice, and they're of the quality that they shouldn't be giving advice. When you work with certain actors that you respect, they don't tend to do that. So, I don't go out of my way to tell people how to do things, unless they come to me asking a question.''

A favored wisdom nugget?

``To keep away the boredom between jobs: hobbies, hobbies and more hobbies,'' Duvall reveals. ``It keeps you off the dope!''

Always one to happily share his thoughts on the craft of film acting, Caine - whose movie career extends from before his first Oscar-nominated turn in the 1966 ``Alfie'' to his most recent nomination for last year's acclaimed Vietnam period piece ``The Quiet American'' - agrees that giving guidance on the set can be a tricky, delicate matter.

``I've been in the position many times on films with young actors where, without them knowing it, I do it,'' Caine explains. ``I try to relax them if they're very nervous, that kind of thing. It always works; people are just nervous, that's all, and that's what screws up film acting because the camera spots it.''

Osment confirms that both elders stuck to their do-as-I-do ethic at ``Secondhand Lions' '' location near Austin last fall.

``They were really good at being professional on the set,'' he recalls. ``That's how they gave good advice; it wasn't from telling you something, it was just showing how to act on the set.''

We keep hearing this word, ``professional.'' Indicates that everybody was on their best behavior. Thankfully, that wasn't always the case.

``He's gained weight since we made the picture, and his voice has gone right down,'' Caine observes of Osment, who was in full pubescent sprout a year ago. ``It'd get squeaky every now and then on the set; we had to do a few extra takes because we started laughing.''

But the studious young actor was even able to take a lesson from that embarrassing situation.

``That was potentially a challenge that we had when starting this film,'' Osment admits. ``But I realized that it could be an asset to this character because he's going through a similar transition. So the timing was perfect. As my voice was changing, which sort of signified my growing up, for Walter it was even more symbolic, because it could show how he was going through that time when the uncles could, maybe, steer him in the right direction.''

As for steering their own careers so consistently through more than four decades of wildly changing tastes and styles, Duvall and Caine - who've worked together once before, a quarter century ago, in the war actioner ``The Eagle Has Landed'' - have different ways of reckoning their longevity.

Thrill of the hunt

``What I've always tried to do is be as diverse as possible, try to play different characters,'' laconic American Duvall says. ``That's helped me. And I've always tried to find a sense of reality in my work, simplicity. Y'know, there's no right or wrong, there's only truth and untruth. You try to find the truth by talking and listening, listening and talking.''

``You keep working because you're there,'' pragmatic Brit Caine counters. ``The movies aren't made if you're not there, if you understand what I'm saying. This picture had been around for 10 years; he couldn't get it made. You needed to have a couple of old guys who hadn't retired. And people will put money in a picture with actors like Duvall and me. 'The Quiet American' was made because I was around.

``There are a lot of actors who were big stars who won't take the cut as they get older,'' adds Caine, who despite having had a Sir added to his name in 2000 by the Queen of England, remains as unpretentious as a movie star could conceivably be. ``They won't take the smaller part or the character part, they're having facelifts and their hair dyed. And they've got to be the leading man and get the girl. In 'The Quiet American,' I got the girl, but I never thought I would again. And I won't again, but if I do it will probably be Margaret Rutherford.''

Funny. But also words to build lifelong careers by. Osment surely understands that. At the moment, though, he has different imperatives - and seems to be charting his own path just fine.

``It's harder to find roles for a teenager than it is to find them for a kid or a full-fledged adult,'' the in-betweener acknowledges. ``In that transition period, you've really got to be conscious of what you're choosing. You're going through such a rapid change, it's important to take the right step all along the way.''

Bob Strauss, [phone]

bob.strauss(at)dailynews.com

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3 photos

Photo:

(1 -- cover -- color) Grumpy old men & Haley Joel in the middle

Young actor gets an earful from Michael Caine and Robert Duvall in `Secondhand Lions'

(2) MICHAEL CANE, LEFT, ROBERT DUVALL

(3) HALEY JOEL OSMENT