Steve Buscemi He has a wildly successful career as a character actor. So why does he go and direct a prison movie, "Animal Factory," with Tom Arnold and Mickey Rourke?

Dough-faced, with eyes stolen from the great Peter Lorre, Steve Buscemi almost always plays the kind of fellow you wouldn't dare turn your back on for fear of a rusty ice pick to the kidneys. In more than 60 screen appearances and numerous TV roles, the Brooklyn-born character actor with a mug made to order for "America's Most Wanted" has played a cavalcade of sniveling ne'er-do-wells. Whether he's a narcissistic performance artist in Martin Scorsese's segment of "New York Stories," a murderous political enforcer in Robert Altman's "Kansas City" or a pseudo-intellectual white supremacist in NBC's "Homicide: Life on the Street," Buscemi's guaranteed to give you the heebie-jeebies, albeit in a strangely endearing manner.

Lately, he has been receiving high marks as a director. His 1996 film, "Trees Lounge," in which he stars as an affable, dipsomaniacal loser who drives an ice cream truck by day and blows his wages in Long Island bars by night, attracted critical praise while calling to mind Barbet Schroeder's 1987 paean to gutter life, "Barfly." And his direction of the "Finnegan's Wake" episode of "Homicide" earned him a 1999 nomination for a Director's Guild of America Award. Buscemi, 43, has since gone on to direct two episodes of acclaimed HBO drama "Oz."

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His current film, "Animal Factory," based on the lean prison novel by Edward Bunker, stars Willem Dafoe, Edward Furlong, Mickey Rourke, Seymour Cassel and Tom Arnold. After a brief run on Cinemax, it had its theatrical premiere in New York on Oct. 20 and opened in Los Angeles on Friday, with a wider release still up in the air.

This odd, staggered distribution belies the film's bravura performances, with Dafoe as a bald, savvy con in the pen for the long haul and, apparently, in love with Furlong's character Ron Decker, a new "fish" behind bars for the first time after being busted for dealing large quantities of pot. In addition, Buscemi gets startling performances from Arnold as a greasy Southern pervert and from Rourke as a muscular transvestite with long green fingernails, missing teeth and a penchant for daydreaming out loud about strolling down the Champs Elysées.

The film has drawn admiring notices from movie critics at the New York Times, the Christian Science Monitor and others. I spoke to him recently about "Animal Factory" and his dual existence these days as an actor and director.

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What motivated you to turn Edward Bunker's book "Animal Factory" into a film?

I've known Eddie for a while. We met on "Reservoir Dogs," and I've worked with his producing partner Danny Trejo, who's also an actor, in "Desperado" and "Con Air." Danny was the one who told me Eddie had a screenplay written from one of his books. I'm a fan of Eddie's writing, so I read the screenplay first and then the book. After reading the book, I thought I had a feel for the material -- not because of the genre but because I liked the complex relationships and characters. That's what really drew me to the story.

What was it about those characters in the prison scenario that intrigued you?

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The character of Earl, which is played by Willem Dafoe, is a lot like Eddie Bunker in the way he acquired his status in prison. Not so much by being a tough guy, which he is, but by being really smart. I was interested in his survival, not just his physical survival but his emotional survival, and what he does to achieve that. Earl's smart enough to know that with this new kid Ron (Furlong), by sacrificing his physical needs, he's aiming for something much deeper. He sees something in this kid that reminds him of himself, that makes Ron different from other convicts. He wants to protect him from the rest of the population as well as from becoming like him. And he wants him to get out of there as soon as possible.

Earl does acknowledge that there's this physical attraction that he has, and if there wasn't that physical attraction, he wouldn't be helping the kid. I was interested in that struggle inside Earl. I think the longer Ron stayed in prison, the harder it would be for Earl not to act on that physical attraction.

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I was struck by the sexual chemistry between Furlong and Dafoe on-screen. When you cast them, how did you know that chemistry, so important for the film's development, would occur?

I didn't really, but I just had a sense. I've known Willem for years, and I knew that he would be perfect for the role. Eddie Furlong I knew from seeing "American History X" and other films he's done, and I just felt like he would be a good matchup for Willem.

Of the several great cameo performances in the film, the one that sticks out is Rourke's Jan the Actress. What do you know about how he created that portrayal?

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We talked on the phone a few times, and he told me ideas he had. We just discussed this guy, Jan the Actress, and Mickey was so committed to the part that he did his own nails and showed up with them done. He brought his own wardrobe, helped do his own makeup and designed the whole look. He even wrote that monologue where Jan the Actress is jabbering on about wanting to become a butterfly and fly away to Paris. He wrote that on the day we did the table readings. I really wanted to use it, but I wasn't sure how. Then I finally found the right scene. Mickey gave so much -- it was a brave performance.

You had a great cast for both this film and your first directorial effort, "Trees Lounge." Does being an actor help in getting the participation of these kinds of talents?

Sure. I work with a lot of people that I've known for years, people like Mark Boone Jr., whom I used to do a lot of theater with in New York in the '80s. Also Rockets Redglare, Seymour Cassel and my brother Michael. So I know that these are really good actors I can trust. I think being an actor gives me an advantage in recruiting other actors because I've worked with so many over the years. I can just call them and ask them to read a script. Casting is something I pay particular attention to. Having the right actor for the part is half the battle.

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Tom Arnold's performance as menacing redneck Buck Rowan was truly frightening. Was the bathroom scene where he attempts to rape Edward Furlong's character difficult to get, especially that sense that something horrible is about to happen?

I had one rehearsal with Tom, and I just knew he was going to be very scary on-screen. In view of Tom's size, I knew that there was no chance that Edward was going to get out of that bathroom. There's always a concern in a scene like that, which gets violent, that the actors don't get hurt. Because they really were struggling and throwing each other around, I tried not to do that many takes. But both actors were prepared and gave it their all.

At 95 minutes, "Animal Factory" is kind of short for a feature film. I came away wanting to see more of some of those performances. Are you happy with the length as it stands?

I feel it came out the right length. Of course, we had more material. But I think the danger in making it longer is that since the film doesn't rely so heavily on plot, it could make it seem meandering. I didn't want the film to move too briskly, and I don't think it does. We stay on scenes a long time and focus on characters so the audience has plenty of time to absorb those characters and situations. I guess it's good that you feel like you could have watched it longer -- that's what I wanted the audience to feel.

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The location seemed pretty gritty. Was that an actual prison?

Yes, Holmsburg State Prison, outside of Philadelphia. It's a prison that's no longer active. We had the full support of Pennsylvania's prison commissioner, and he helped us get the cooperation of the convicts in the surrounding prisons. So every day we brought in real prisoners, nonviolent offenders, to be used as extras in the film. That gave the film an instant air of authenticity.

Why did you decide to move toward directing, or is that something you always wanted to do?

It's the sort of thing I used to do with Mark Boone in the '80s. We'd write, perform, produce and direct our own theater pieces. Then when I started getting work in film, I missed having that creative input. I wrote "Trees Lounge" more as a vehicle for myself and actors I knew in New York -- a way to generate work for ourselves. Then I later decided to direct it because the directors I would've wanted only direct their own work. I had done a short film before that, and I've directed a few episodes of TV since -- one episode of "Homicide" and two of "Oz." I found I like directing; I enjoy having that responsibility. It's something I want to do more of.

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Was "Trees Lounge" based upon your own experiences?

Yeah, from when I was much younger. The whole idea for that film was sort of "What if I hadn't gone into acting and was still living in Long Island?" When I was there, I was driving an ice cream truck and hanging out in bars. That was the genesis of the film. Though the story of the film is completely made up, it's based on what my reality was at the time.

Which episode of "Homicide" did you direct?

The one titled "Finnegan's Wake" where Charles Durning plays a retired police detective and they call him back to help solve one of the oldest cases on the books. That was after "Trees Lounge." I don't think I could have directed a "Homicide" episode without having directed a film first. The idea of directing that show was way too intimidating.

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Why's that?

TV is tough. It's a tough pace. You might think directing TV would prepare you for directing a film. In my case, it's the other way around. [Laughs] I never would have attempted it had I not directed a film. I mean, you're shooting an hour's show in seven days. That's a lot of material. So you have to be incredibly focused, especially in an ensemble show like that where you're dealing with a lot of actors.

Not that you have to know what you're doing every second, because you do get a lot of help. That's one of the good things about working on a show like "Homicide" or "Oz." You get a well-oiled machine of a crew that's used to doing it. Still, you have to keep up with them. I had such respect for "Homicide," having acted on it in the third season. I could see how fast and furious they worked.

What are your current projects?

Right now, with directing, I'm trying to get off the ground a movie based on "Queer," one of William S. Burroughs' early books. As an actor, there are a few things coming up. There's a film I did with Terry Zwigoff, who directed the documentary "Crumb." It's called "Ghost World," which was written by Terry and Dan Clowes and is based on Clowes' comic book. And I did another film with Tom DeCillo called "Double Whammy," which also stars Dennis Leary.

Also, I just completed a film with actor, director and writer Tim Blake Nelson called "The Grey Zone," which takes place in Auschwitz and deals with the Sonderkommando, the Jewish prisoners who were forced to run the crematorium. We shot it in Bulgaria. Nelson re-created part of Auschwitz there. He's in the editing room now with the film.

I play a Hungarian Jew who's the go-between -- between the Polish Jews and the Hungarian Jews. It's a very intense film, and has a really great cast: Harvey Keitel, Mira Sorvino, Natasha Lyonne and David Arquette. It's one of the hardest films, emotionally, that I've done.

To go back to Burroughs, I take it you're a fan of his writing?

Yeah, I've been a fan of his work, and I had an opportunity to meet him six weeks before he died. I had a good talk with him and with James Grauerholz, who is the keeper of his estate. They both gave us their blessing to go ahead with the work.

You seem drawn to direct projects with a literary basis.

It's challenging to make a good screenplay out of a well-done book because so much of what makes novels interesting is learning what goes on inside the characters' heads. That doesn't always translate well to a screenplay, obviously.

Are there any other novelists you'd like to take a crack at someday?

I've always been a fan of Jim Thompson, but I think his work is especially hard to get right. Though there have certainly been some good filmmakers that have made films of his work.

Is there anything you're reading now that you're enthusiastic about?

I've been mostly reading material about Auschwitz lately. But one book that I'm into now is called "You Can't Win," by Jack Black. It's an old book published in 1926, about the underworld and the whole culture of riding the rails. It's a book that influenced Burroughs.

Do you think you'll continue acting and directing at the same time? Or do you think there's a point at which you'll just be directing?

Unless I could make a living directing, I don't think I'd give up acting. I'm not saying I wouldn't be able to make a living directing, but it seems that the films that I'm trying to get made don't attract a lot of money. "Animal Factory" only cost $3.6 million. I would imagine "Queer" is not going to have a huge budget either.

You were once a fireman in Manhattan. Were you also acting during that time?

I was a fireman for four years, from 1980 to '84. My first year on the job, I didn't do any acting, even though I had gone to school for acting and had done some stand-up comedy before I took the job. But after I had been on the job for about a year, I started going back to acting classes. It was around that time that I met Mark Boone and we started doing our own work. And then I started working with the theater group Willem Dafoe was with. I was constantly doing theater, and the first couple of films I did, I was still with the fire department -- Engine 55, in Little Italy. I was in the engine company, which means we were responsible for getting in there with the hose and putting out the fire.

Were there any situations that were particularly hairy?

Well, they're all frightening. Any time you go into a burning building, there's the potential for disaster. I never had any real close calls, though there's no such thing as a routine fire.

Why did you become a firefighter?

My dad had encouraged me to take the civil service test when I was 18. So I did, and I kind of forgot about it until my name came up on the list four years later. By then I was living in Manhattan, working as a furniture mover during the day, doing stand-up comedy at night and looking for a change. I liked the job -- the guys I worked with and the nature of the work. I think I would have been happy doing it if I hadn't had a greater passion for acting.