PEDRO ALMODÓVAR walks into a bar looking exhausted, and no wonder. "I have been here an entire week, working every day," he says, managing a smile, "and a week in Cannes can destroy even Superman."

It's a sultry evening in May, and the accomplished Spanish director, a two-time Oscar winner, is at the Cannes International Film Festival with "Volver," his 16th feature. Though he doesn't know it, in a few days his film is going to win a pair of the festival's top awards: best screenplay for the man himself and an unusual ensemble best actress award for the six women, led by Penélope Cruz and Carmen Maura, who star in it.

"Volver" has been greeted with nothing but success wherever it has played. In Spain it is neck and neck with "All About My Mother" as the director's highest-grossing film, and in Germany it won a coveted box office award called the Bogey. In the United States, Almodóvar's longtime distributor Sony Pictures Classics thinks so highly of the film that it is sponsoring a "Viva Pedro" series starting Friday, rereleasing newly struck prints of eight of his films as a run-up to "Volver's" Nov. 3 release. All of which makes the director very, very nervous.

"It is a gorgeous surprise, I'm not accustomed to that unanimity," Almodóvar says, his eyes twinkling through his exhaustion. "So I'm trying to prepare myself for the reverse for the next movie. I don't want get used to this comfort."

The reasons for "Volver's" success are numerous, including the best work of Cruz's career as a Spanish Mother Courage who has to hold her family together, but the key factor is its unexpected emotional accessibility. In fact, the film's ability to intertwine Almodóvar's wacky wickedness with deeply felt warmth caused the director to insist that "the most difficult thing about 'Volver' has been writing its synopsis."

He is the first to admit that "when you tell people the plot," which has at least one murder and the breaking of several sexual taboos, "it sounds like Grand Guignol. But I wanted to do it exactly the opposite: very simply, in the most direct, transparent way. Awful things happen, but the movie remains very warm, a comedy. The soul, the spirit of the movie is something you can't easily tell in a few words."

Even more paradoxically, "Volver" remains humane even though it is, in the director's words, "a picture about death, a movie about how people in my town [in the La Mancha region] accept death. They can live with it in a natural way, as part of life, as a new and different presence, not a disappearance. I myself don't feel that way; I have a much more tragic sense of death. But I admire that, and I wanted to make a film about their culture of death, the way they express their vitality through it."

Because the shooting of "Volver," which translates as "to return," took the director "back to the place where I was born and grew up, a place full of memories," the experience created "a very pleasant feeling but also a very deep and profound one." And because "Volver" was so tied to his core emotions, it provided an opportunity to talk to Almodóvar about his upbringing, his initial interest in film, his way of working with actors and his directing philosophy.


Women 'making decisions'

"VOLVER" is set in a world of women because, the director says, "up to the age of 10, I was surrounded by women all the time. I was brought up by women. I almost never saw the men. We didn't have access to the male world; they were working in the fields or talking by themselves. The region was very macho, but women governed in the house. The men were the kings, but the women were presidents and ministers. The women were in the shadows, in the shadows making decisions."

Not only were these women "always active, always doing something," they were also "talking, telling stories, thinking the small children were not paying attention. Sometimes I think those stories were the reason why fiction grew inside me."

Also a big influence on Almodóvar were movies, all kinds of movies. In fact, he claims that "my dream is to be able to shoot a western, but I need someone to write a script for me." The first movies he saw as a child were "Mexican genre films, science fiction and vampire movies, very kitsch. I learned what kitsch was very early." When he was an adolescent, Almodóvar discovered the Italian neo-realists. "They were the best movies in the world at the time," he says, noting that "Volver" is in part "a tribute to the Italian movies of the 1950s, crowded with wonderful women's parts." The director especially admires Luchino Visconti's "Bellissima," starring Anna Magnani as "the best symbol of glorious motherhood," a clip of which found its way into "Volver."


Hand the man a handkerchief

ALMODóVAR is also, no surprise, a major admirer of melodramas of all kinds. "It's a genre that talks more about human beings and the human way of life," he says. "If a movie is a melodrama, it may not seem that much is happening, but what is going on is in the feelings of the characters, and that can be as powerful as an Indiana Jones movie. I like to cry when I'm in the cinema, though not in my real life; it's good therapy. And melodrama is an opportunity for actors to give wonderful performances."

Giving the performance of the film in "Volver" is Cruz, and Almodóvar talked at length about the process of working with her and his other performers.

"I am the person that knows her best and trusts her talent more than anyone else," the director says. "I know her so well as a human being and an actress that it enables me to offer her the best conditions to bloom."

One of those conditions is to prepare with the actors the same way he would on stage, by going slowly, with a lot of time for rehearsals. With all his performers, Almodóvar takes the time to "tailor the script to the actors, rewriting so that you can get the impression that no other actor in the world would be better to play it. When I directed Penélope, I was completely in love with her; she was my personal object of desire." Because Cruz's character, the undaunted Raimunda, "is not like her, three months of rehearsal were especially important. Penélope is slim, elegant, young. Raimunda is more of a country woman, earthy." As a result, the director asked Cruz to wear an artificial bottom in the film. "She is very light, she has studied ballet, her way of walking emphasizes the upper part of the body. I needed something to push her down, like gravity. Once she had the false bottom, she walked in a completely different way. A simple thing like that changed her image."

Almodóvar also asked his actress "to learn to speak in the dialect of La Mancha. We worked day by day, line by line, and once she really felt in touch with her character, she was able to go far beyond what you would expect. I am very lucky with her; she really trusts me. Whatever I asked her to do, she did, which gives me a huge responsibility not to ask for too much."

Not surprising, given the pains he takes with his actors, Almodóvar thinks patience is perhaps the key quality directors need to have.

"There are so many people between what I say and what has to be done, things have to be told and retold thousands of times, there is no other way of doing this," he says.

"The rest of the crew's participation in the movie is completely different from the director's. I invest my whole life; for them it is just another movie.

"Also, directors need common kindness. A film can turn into a sour thing without good relationships with everyone in the crew. You have to know a lot about human nature to direct" — a final smile here — "and just a little touch of talent too."