DATE=7/28/2003

TYPE=ENGLISH FEATURE

NUMBER=7-37692

TITLE=HOLLYWOOD HIGHLIGHTS 2003-30a (Top 5 Films)

BYLINE=ALAN SILVERMAN

TELEPHONE=619-1024 (editor)

DATELINE=HOLLYWOOD

EDITOR=vicki swaney

CONTENT=

( INSERTS AVAILABLE FROM AUDIO SERVICES; VOICED VERSION 4:58vo, 8:02mo )

Intro: Kids rule at the box office with the third adventure of the "SPY KIDS" making a surprise debut in first place. Two other new films at North American theaters an action sequel (adapted from a video game) and an uplifting historical drama barely make it into the top five. Alan Silverman has the list starting with the story of a legendary race horse at number five:

AUDIO CUT ONE "SEABISCUIT" CLIP

"That's an awful lot of hoopla for such a little horse."

"Though he be but little, he is fierce."

"What's that?"

"That's Shakespeare, boys. That's Shakespeare."

TEXT: "SEABISCUIT," adapted from the best-selling non-fiction book by Laura Hillenbrand, dramatizes the story of a racehorse (and the people behind him) that became an inspiration in the depths of the Great Economic Depression. Tobey Maguire trimmed down to play "SEABISCUIT's" jockey Red Pollard:

/// OPT /// AUDIO CUT TWO MAGUIRE

Physically I did some training and had to diet to lose some weight so I could appear like maybe I could be a jockey. I worked with Chris McCarran, who is a now retired hall of fame jockey who worked on our picture. We brought a mechanical horse called an 'equicizer' to my house and several times a week I would get up there and Chris McCarran would coach me, both for form and to build up my strength and endurance so I could do it. /// END OPT ///

TEXT: Jeff Bridges and Chris Cooper co-star and "SEABISCUIT," written and directed by Gary Ross, debuts at number five:

AUDIO CUT THREE "LARA CROFT TOMB RAIDER: THE CRADLE OF LIFE" CLIP

"Lara, welcome back. Do you ever do anything the easy way?"

"And risk disappointing you?"

TEXT: Angelina Jolie is back as Lara Croft, the voluptuous video game character she first portrayed in the first "TOMB RAIDER" film two years ago:

/// OPT /// AUDIO CUT FOUR JOLIE

I wasn't 100 percent satisfied with the first one. I felt it was fun, but I felt we hadn't moved away enough from the 'video vixen' and the game. It was always a fight n-o-t to disappoint fans of the game, but now I think she's more of a solid, real woman. I find her sexy this time; she's more intelligent and I think that the plot . . . the story . . . is better.

TEXT: Audiences don't exactly agree, however. The sequel's opening weekend ticket sales are a disappointing half of the mark set by the original in its debut in 2001. /// END OPT /// "LARA CROFT TOMB RAIDER: THE CRADLE OF LIFE," directed by Dutch-born Jan de Bont, opens up in fourth place:

AUDIO CUT FIVE "BAD BOYS II" CLIP

(gunshots) "Can we please talk about this later?"

"I want to talk about it right now."

"Well, I'll see if they'll give us a time out."

TEXT: "BAD BOYS II," reunites Will Smith and Martin Lawrence as on-the-edge Miami police detectives in an action-crammed sequel to their 1995 hit. /// OPT /// Lawrence believes the mix of violence and comedy works:

AUDIO CUT SIX LAWRENCE

Sometimes people are n-o-t laughing because something is really funny. They're laughing out of pain. We giggle at things that are the hardest things to embrace, but it's because of our mentality. We are so crazy, so to speak; and that's what you're seeing. You're seeing a society of people finding crutches and ways to deal with what is painful

TEXT: "BAD BOYS II" suffers a painful drop of more than 50 percent from its opening weekend. /// END OPT /// It started out in first place last week, but this week "BAD BOYS II" plunges to number three:

AUDIO CUT SEVEN "PIRATES OF THE CARIBBEAN" CLIP

"Gentlemen, milady . . . you will always remember this as the day that you almost caught Captain Jack Sparrow." (music)

TEXT: With a twinkle in his eye (and gleaming from his gold teeth), Johnny Depp creates a memorable scallywag in "PIRATES OF THE CARIBBEAN: CURSE OF THE BLACK PEARL." /// OPT /// There's already talk of a sequel which Depp says he would like:

AUDIO CUT EIGHT DEPP

We don't know if they're going to make a sequel or n-o-t. I hope they do. I had such a ball playing the guy I would love to do it again. /// END OPT ///

TEXT: The family-friendly action-fantasy, inspired by the popular Disney theme park ride, also features Orlando Bloom, Geoffrey Rush and Keira Knightley. "PIRATES OF THE CARIBBEAN: CURSE OF THE BLACK PEARL" is held over in second place.

The new number one film is third adventure in as many years featuring junior secret agents Juni and Carmen Cortes: "SPY KIDS 3D: GAME OVER:"

AUDIO CUT NINE "SPY KIDS 3D: GAME OVER" CLIP

"How much time do we have left?"

"Five minutes."

"What happens in five minutes?"

"You'll be imprisoned in the game. Game over."

TEXT: Alexa Vega and Daryl Sabara return as the title characters created by Texas-based film-maker Robert Rodriguez /// OPT /// who believes it has a very basic appeal to kids:

AUDIO CUT TEN RODRIGUEZ

I think it's an empowerment. Children, especially younger children, need their mom just to go to the mall. They can't drive themselves anywhere they want, so when they see kids being very empowered, flying around in jet-packs and being proactive, it's empowering to them. They support it because it makes them feel like the young adults they're about to grow up into. Seeing kids their age doing amazing things is very empowering. /// END OPT ///

TEXT: It uses the novelty of three-dimensional photography to put the characters (and audiences) inside the video game setting; and "SPY KIDS 3D: GAME OVER" scores an upset victory to start its run as the new most popular movie at North American theaters. (signed)

MUSIC: by Robert Rodriguez from "SPY KIDS 3D: GAME OVER" soundtrack