CHUCK JONES, the great Warner Bros. cartoonist, once described the Telluride Film Festival as ``the most fun you'll ever have without breathing!'' He's right. The air up here is as thin as the ribbon of Rocky Mountain highway that winds away from Grand Junction, past Placerville and Sawpit, toward what may be the world's most picturesquely situated movie event. Surrounded on three sides by some of the most beautiful Colorado peaks I've seen, Telluride is the festival that poses the philosophical question: Why would anyone go to the movies when there's so much natural splendor to savor?
As if to prevent such subversive ideas from occurring, the Telluride organizers put together daily schedules so dense and diverse that no movie fan could resist them. But the mountains demand their due, and - in addition to outdoor seminars each noontime - nightly screenings are held in an open-air cinema under the stars.
Other showings take place in four theaters. The most atmospheric is the Sheridan Opera House, built in the days when Telluride was a wealthy mining center, and later restored to its original condition. It's the jewel in Telluride's theatrical crown, complete with old-fashioned painted curtain and light-bulb-studded proscenium. It's also tiny, so there's continuous need for the town's other screens - in the rustic Nugget Theater, a made-over Masonic hall, and a local community center. All these venues are alive with activity from early morning until late at night during the festival's four-day run ending on Labor Day each year.
Of the film events I've attended, Telluride comes closest to being a real people's festival - unlike the Cannes or New York filmfests, for instance, which spend a lot of energy catering to movie-business insiders and the press. The everyday movie-lovers who make up a majority of ticket-holders are as varied as the films. Some have paid hundreds of dollars for passes to every festival event; others simply stand in line for tickets to individual screenings.
Festival organizers also take pride in their lowest-budget clientele - a yearly contingent of movie fans who camp out in their own tents and divide their time between free open-air showings and low-cost programs in the community center at a cost of $50 or less.
Also unique is Telluride's custom of keeping its programs a secret until the last minute - even from the snoopy press. I arrived with only a sketchy idea of what the 14th annual Telluride festival had in store. Happily, the lineup proved to be splendid, including some of the best films I've seen in this hitherto movie-poor year.
If any trend can be gleaned from these movies, it's a welcome tendency toward strong roles for women. The status of actresses has become better since the male ``buddy movie'' craze of the 1970s, but there's still vast room for improvement. And winds of change blew through the mountain air of Telluride.
One striking example was The Whales of August, directed by British filmmaker Lindsay Anderson. A humane and delicate drama set on the Maine coast, it provides fabulous roles for two of the most legendary women in movie history: Lillian Gish and Bette Davis. There isn't much of a story, and the dialogue is often stilted, but Gish and Davis are luminous as two elderly sisters deciding whether to spend the rest of their lives together. I'll be mighty surprised if Oscar doesn't nod to at least one of them.
Intelligent performances also grace Shy People, an American drama directed by Andrei Konchalovsky. Jill Clayburgh plays a Manhattan journalist who travels with her teen-age daughter to Louisiana bayou country, in search of a long-lost relative played by Barbara Hershey. Although the movie's sense of irony and adventure ultimately gives way to overcooked melodrama, the stars are in excellent form: Clayburgh pokes hilarious fun at her own urbane image, and Hershey gives the toughest, most fiercely unglamorous performance of her career. A few years ago, this story would surely have been written for males. It's refreshing to see it as a vehicle for two such capable women.
Two other films that focus on women happened to be among Telluride's very best. I've Heard the Mermaids Singing is an exquisite Canadian drama about an ordinary young woman who develops a complex relationship with an art gallery curator. There's a subplot about homosexuality, but it's tastefully handled. But the thrust of the film is to proclaim and celebrate the unique importance of every human personality. Written and directed by newcomer Patricia Rozema, this is one of the most imaginative, engaging, and just plain endearing films to come our way in ages.
The same adjectives apply to Babette's Feast, a French-Danish coproduction. Stephane Audran plays a French chef preparing a special meal for an austere religious group in the stark Danish countryside. That sounds like slim material for a movie, even if it is based on an Isak Dinesen story. But director Gabriel Axel turns it into a sublimely acted, radiantly filmed illustration of the idea that one shared experience, if entered into lovingly enough, can forever change the people who partake of it.
Telluride's biggest foreign-film sensation was created by Louis Malle, a French director who has spent the past 10 years making American pictures like ``My Dinner With Andre'' and ``Atlantic City.'' He returned to France for his new movie, Au Revoir les Enfants, and it ranks with the finest work of this ingenious filmmaker. Based on his own childhood memory, it tells of a French schoolboy who befriends a Jewish child - living a fearful life under an assumed name - during the Nazi occupation of France. Mr. Malle's approach is profoundly compassion ate yet utterly unsentimental. It's also richly photographed and expertly acted.
Another major offering was Repentance, the most recent film by Soviet director Tenghiz Abuladze. Since it symbolically explores and condemns the role of Stalinism in Soviet history - and in human consciousness - it was banned for two years in its own country, only to be shown widely in recent months under the new glasnost policy. It proves to be a brave and tumultuous journey through the troubled psyche of 20th-century humanity, using an enormous range of cinematic styles to captivate, stimulate, and provoke its audience. Many of its sallies fall short of their mark, but Mr. Abuladze's reputation for audacity is certainly well founded.
Back on the American-film front, two pictures deserve special mention. Hail! Hail! Rock'n'Roll is an overlong but gloriously energetic portrait of Chuck Berry, one of rock's greatest pioneers. And the offbeat Candy Mountain, the bare-bones story of a young man's quest for a guitarmaker he's never seen, could well be the greatest ``road movie'' ever. Robert Frank and Rudy Wurlitzer directed.
Telluride offered other attractions, too, including some disappointments. Looking down on the festival from a critical mountaintop, though, I'm delighted to report that it augurs a vital and varied future on the cinema scene. Its best attractions will be opening soon in regular theaters, to the season's great benefit.