LIFE & LOVE : A NIGHT OF SURPRISES, UPSETS.

Byline: Glenn Whipp Daily News Film Writer

The pen was mightier than the sword, but an exuberant Italian turned out to be the most irresistible force of all Sunday night during the 71st annual Academy Awards.

Miramax's sumptuous romantic comedy ``Shakespeare in Love'' surprisingly was named best picture, and its lead actress, Gwyneth Paltrow, took home best actress honors, while Steven Spielberg won the directing Oscar for his gripping World War II drama ``Saving Private Ryan'' during record-length ceremonies held at the Dorothy Chandler Pavilion.

The evening, though, belonged to wild and crazy Italian filmmaker Roberto Benigni, who won Oscars for best actor and best foreign film for his moving Holocaust film ``Life Is Beautiful.''

Benigni wrote, directed and starred in the fable-like story of a father who shields his young son from the horrors of a World War II concentration camp by pretending the whole experience is a game to win a tank. He became the first star of a foreign film to win the Oscar for best actor.

When Benigni accepted the acting award, he said, ``This is a terrible mistake because I've used up all my English.'' And indeed, when he won the foreign film Oscar earlier in the evening, Benigni gave the kind of warm, enthusiastic and metaphorically nutty acceptance speech that has been his hallmark through this award season. This after he nearly became the first Oscar winner to make it to the stage by clambering over the the backs of theater seats.

The foreign film presentation seemed almost geared for Benigni to win with Italian actress and friend Sophia Loren (who happens to be the only foreign actor to win a lead acting award) making the presentation. No one, save, perhaps, for the other nominees, seemed to mind.

``Thank you, Sophia . . . I want you!'' Benigni, 46, joyfully boomed. ``Thank you, thank you. This is a moment of joy and I want to kiss everybody.'' Judging from the tearful shots of Loren and actress Goldie Hawn and several others in the audience (not to mention the thunderous standing ovation he received), the feeling was mutual.

``How do you say, it's the hailstorm of kindness of gratitude for you,'' Benigni continued. ``I want to dive into this audience. You know, your generosity is too much.''

And later: ``I would like to be Jupiter and kidnap everybody and lie down in the firmament making love to everybody.''

British playwright Tom Stoppard, winner of the original screenplay award for ``Shakespeare'' with Marc Norman, later dryly commented at the podium, ``I'm behaving like Roberto Benigni underneath.''

All the enthusiasm took time. The laborious ceremony was the longest in Oscar history, clocking in at an 4 hours 2 minutes. The record: Last year's ``Titanic'' love-fest at 3 hours 45 minutes. (Imagine what would have happened if Benigni had won another couple of Oscars.)

``I thought you would like to know that while you were watching this show, another century went by,'' host Whoopi Goldberg joked at the end of the bloated evening.

Voters spread the love around this year with ``Shakespeare'' taking home seven awards for its 13 nominations, ``Ryan'' five and ``Life Is Beautiful'' three. Miramax, accused by many in the industry of spending too much on its Oscar campaigns, led all studios, winning a total of 10 awards.

The ceremony was also the first in a decade to give the picture and director honors to different movies. In 1989, ``Driving Miss Daisy'' won as best picture, while Oliver Stone was named best director for ``Born on the Fourth of July.''

Spielberg, taking home his second directing Oscar (he also won in 1993 for ``Schindler's List'') dedicated the award to his father, saying, ``Dad, you're the best. Thank you for showing me there is honor in looking back to the past.''

Paltrow sobbed her way through her acceptance speech, also thanking her family and saluting her fellow nominees, particularly Meryl Streep.

``I don't feel very deserving of this in your presence,'' Paltrow said.

``Shakespeare'' won for supporting actress, costume design, art direction and original comedy score.

``There is nothing like a Dame!'' presenter Robin Williams exclaimed, announcing Dench as the winner in the supporting actress category. Dench appeared surprised and almost apologetic as she accepted her gold statuette from Williams.

``I feel for eight minutes on the screen I should only get a little bit of him,'' Dench said as she held up her award.

Later, backstage, Dench elaborated on her feelings.

``It's a huge surprise,'' Dench said. ``In fact, it's completely taken my breath away. I can honestly say I didn't think I was in the running at all. I'm delighted to have it, but I'm very taken aback by it.''

The 64-year-old British actress was nominated last year for her lead role as Queen Victoria in ``Mrs. Brown.'' This is her first Oscar and she clearly believed she had ``Shakespeare'' director John Madden to thank for the honor, mentioning a letter she had recently written to him.

``I told him I will do anything in your next film,'' Dench said. ``If you want somebody to slouch in a doorway, you can count on me. And I mean it.''

The controversial presentation of the lifetime achievement award to director Elia Kazan was anti-climactic with audience reaction generally polite and often enthusiastic. The award seemed like a political Rorschach test as the camera panned the audience showing some (Warren Beatty, Helen Hunt) standing and applauding while others (Nick Nolte, Ed Harris) remained silent in their seats.

Kazan, disdained by some for naming names during the McCarthy era, kept his speech short, thanking the Academy for its ``courage and generosity.'' He indirectly alluded to the controversy by noting his appreciation for the applause. ``I really like to hear that,'' he said.

The supporting actor category was considered the evening's most competitive, but it was still a surprise when James Coburn won for playing Nick Nolte's abusive, alcoholic father in the low-budget ``Affliction.'' The 70-year-old Coburn had never been nominated during a long career of more than 60 films, including such films as ``The Magnificent Seven,'' ``The Great Escape'' and ``Our Man Flint.''

``I've been doing this for over half my life,'' Coburn said. ``I finally got one right, I guess. Some of them you do for money and some of them you do for love. I guess this is a love child.''

Backstage, Coburn admitted he was stunned when he heard his name called.

``Just to be nominated with four other extremely talented men, and to win, you can't describe the feeling,'' Coburn said. ``It's not even an emotion. It's a flash that swoops down on you. I could hardly talk. I'd like to do it again, because I could probably do it right this time.''

CAPTION(S):

4 photos, box

PHOTO (1 -- 2) Roberto Benigni makes a high-stepping journey Sunday through the Dorothy Chandler Pavilion auditorium on his way to collect his Oscar for Best Foreign Film, ``Life Is Beautiful.'' Benigni also was named Best Actor. Above, Gwyneth Paltrow clutches her Best Actress Oscar for ``Shakespeare in Love.''

(3 -- color) Steven Spielberg said he ``really wanted'' his award for Best Director for ``Saving Private Ryan.''

David R. Crane/Daily News

(4 -- color) The producers of ``Shakespeare In Love'' hold their Best Picture Oscars as they join Gwyneth Paltrow, center, and Miramax President Harvey Weinstein, to the left of Paltrow.

David Waters/Long Beach Press-Telegram

Box: And the winners are...