UNCOVERED DIANE LANE PONDERS THE TRUTHS BEHID A MARRIED WOMAN'S AFFAIR IN `UNFAITHFUL'.

Byline: Glenn Whipp Film Writer

DIANE LANE KNEW she was going to be baring her body - and a little bit of her soul - for director Adrian Lyne in his new erotic thriller ``Unfaithful.'' She just had no idea how enthusiastic Lyne would be about the whole process.

Of course, she should have known, given that Lyne is the man who has made adultery into a cottage industry for himself. Lyne denies any particular fascination with the subject, but after having made ``Fatal Attraction'' and ``Indecent Proposal,'' he admits that he can see how someone might get that idea.

``I've always liked relationship pieces, and sexuality is a big part of that,'' Lyne says. ``So, yes, I guess I'm attracted to themes of adultery. I don't go hunting them down. They just seem to find me.''

``Unfaithful'' can pretty well be summed up by its one-word title. Lane plays a middle-age woman, married 11 years to a loving husband (Richard Gere) and doting mother of a wonderful boy, who, nevertheless, embarks on a steamy affair with a French book dealer (Olivier Martinez). When the husband begins to notice little things - new lingerie, the healthy glow on his wife's face - trouble ensues.

While ``Unfaithful'' isn't provocative or original enough to tap into the public's zeitgeist a la ``Fatal Attraction'' (which wound up on the cover of Time magazine), Lyne has taken pains to include all the familiar aspects of his oeuvre. There's plenty of rough, steamy sex; artful posing; slick visuals; and sexual manipulation, all in the service of a story that, in the end, strives to uphold family values.

As Lane puts it: ``Adrian's good at cautionary tales about keeping your knickers up.''

But why?

The kicker in ``Unfaithful'' is the arbitrariness of the affair. Lyne was determined to set up a scenario - solid marriage, great husband, cute kid, material comfort - that would create every reason for the woman not to have an affair. And then she cheats anyway.

``Chance plays a huge part in infidelity,'' Lyne says. ``People at the studio thought we needed to show a reason for the affair. I disagreed. People don't have affairs because they're miserable. Here, she does it because he's there, he's charming, and he's Olivier. And the reality of it is that sex after 11 years of marriage can't be as exciting as it was when they first met.''

Before you object, what did you expect Lyne to say? Leads Gere and Lane, both of whom have been divorced, have their own definite opinions on the subject of infidelity.

``I have never met a person who had an affair for a reason,'' Lane says. ``They do it because there's some roving, unsatisfied place inside them that needs no justification. It's sort of the Pandora's box of sexuality, which has, in turn, created the porn industry. There's no story in porn movies; it exists unto itself. And so does the affair in this movie.''

Says co-star Gere, once famously married to model Cindy Crawford: ``Relationships are like sharks; you have to keep going in motion and keep going into darker, colder waters or you won't survive. The couple in this movie has stopped growing. They've settled into a comfortable existence, but one that's closed-up. It's not moving forward.''

The biggest buzz surrounding ``Unfaithful'' has centered on Lane's acting - unclothed and otherwise. Lane made her movie debut in ``A Little Romance'' when she was 12 years old opposite Laurence Olivier. She has been on the periphery of stardom ever since, co-starring opposite Gere in ``The Cotton Club'' (1984), appearing in the 1989 television miniseries ``Lonesome Dove'' and finally winning some audience recognition in the 2000 summer blockbuster ``The Perfect Storm.''

The 37-year-old actress laughingly admits that while making ``Unfaithful,'' she wondered how the movie might affect her own love life.

``I remember thinking, 'I've got to get into a stable relationship before this movie comes out or I'm never going to have one,' '' she says. ``It's going to scare people away or scare people period.'' (For the record: She's currently involved.)

Everyone in bed!

Lane knew the movie would have a fair share of sex (``You can't have a sexy movie without sex, particularly one from Adrian Lyne,'' she says), and simply figured she'd have to dive in and let her comfort level catch up with her. Co-star Martinez, a star in France, wasn't comfortable with the nudity (``rare for a French actor,'' he jokes), and Lyne sometimes felt compelled to whisk his on-screen lovers into his trailer for pep talks.

Says Martinez: ``He showed us film clips - Glenn Close and Michael Douglas crashing around in the elevator in 'Fatal Attraction,' scenes from 'Five Easy Pieces' and something from 'Last Tango in Paris.' He's very adamant about what he wants. He kept saying, 'Make me believe it! Make me believe it!' ''

That wasn't the only exhortation coming from Lyne during filming. He wanted both Gere and Lane to gain weight in order to reflect the comfort of a middle-age married couple. With Gere, the goal was 30 pounds. Lyne would leave doughnuts in his trailer every morning.

``It was a little ridiculous,'' Gere says. ``Besides, then the movie would have been about the woman choosing the young guy instead of the fat guy. I said, 'Adrian, no one's going to want to see that, and that's not what the movie is about.' ''

For Lane, the problem wasn't so much pastry as it was getting used to Lyne's directorial style. While shooting her sex scenes, Lane says Lyne would be ``yelling like Fellini during the whole bloody take,'' prompting her to ask for a little less enthusiasm - if only for practical purposes.

``I told him, 'Please stop, I don't want to come back and loop this scene and do all this heavy breathing and moaning,' '' Lane says.

Explains Lyne: ``Actors are out there half-naked and they want to know that their ass looks good. So I'm a cheerleader. It's better that way than to do the whole thing in stony silence, which would be quite depressing, really.''

In the end ...

And given his experience on the subject, we'll defer to him. Another thing Lyne has learned is to film multiple endings for his movies. ``Fatal Attraction'' originally closed with Michael Douglas' husband being hauled off to jail for the murder of the Glenn Close character. Test audiences rejected that finale, demanding something more upbeat.

For ``Unfaithful,'' Lyne shot five different endings, and initially wound up substituting a secondary choice for his original preference. Then, just a few days before the movie's opening date, Lyne reinserted his first choice, a final scene which leaves things more ambiguous.

All in all, Lyne remains philosophical about the compromises inherent in filmmaking; in fact, he harbors no illusions about his place in movie lore.

``I've made movies where I have rather grand pretensions,'' Lyne says. ``I envisioned 'Fatal Attraction' to be a Hitchcockian thriller. And I think it works in that vein. But audiences don't think in those terms. They don't remember Glenn Close throwing acid on the car or even the climactic scene in the bathroom. It's the two pieces of sex - Michael (having) her over the sink, which was like 30 seconds and then the 30-second scene of them in the elevator.''

``And that's what the movie is remembered for, not the other two hours and five minutes,'' Lyne continues, laughing. ``People are simply obsessed with sex. And I'm not saying it's bad. In fact, it has certainly helped my career.''

CAPTION(S):

2 photos

Photo:

(1 -- cover -- color) FILMED BUFF

Diane Lane lays herself bare as an actress in the new erotic thriller `Unfaithful'

(2) Eleven years of a solod marriage doesn't prevent Diane Lane's character from straying from her husband, played by Richard Gere, in ``Unfaithful.''