By EW Staff
April 19, 1999 at 04:00 AM EDT

Michelle Pfeiffer and Calista Flockhart — who already have David E. Kelley in their lives (as husband and ”Ally McBeal” creator, respectively) — now have another famously prolific writer to call their own. Both star in Fox Searchlight’s opulent rendition of the Bard’s comedy about romance run amok in a magical forest, with Pfeiffer playing fairy queen Titania and Flockhart the waifish Helena.

Made in Italy last summer, it’s the seventh Dream film adaptation — the 1935 version with James Cagney was nominated for a Best Picture Oscar — but its director promises some differences. ”The Cagney version wasn’t interested in fully formed characters,” says Hoffman (who lensed Pfeiffer’s ”One Fine Day”). ”It was more interested in the play’s balletic aspects. There won’t be any ballet in mine.”

According to Pfeiffer, there won’t be much clothing, either: ”My performance is based on keeping my butt covered,” she says. ”My costume is very transparent, so we had to do all these tricks with my hair.” Flockhart — along with Shakespeare’s other wayward lovers, Bale, Friel, and West — also shows some skin for art’s sake, though Dream isn’t her first pick of Will’s work. ”I love his tragedies,” she says. ”I think they’re very funny. Like ‘Romeo and Juliet’ — it could be hilarious if you played it a certain way. All that miscommunication. Very funny.”