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Tribeca Film Fest Reels in Audiences

It's only 3 years old, but the Tribeca Film Festival (search) has grown far beyond anyone's expectations.

Originally conceived by Robert De Niro (search) and his producing partner, Jane Rosenthal, as a one-time shot in the arm for downtown businesses struggling in the wake of Sept. 11, the festival has become a staple of the New York calendar.

The festival, which kicks off Saturday with the gala premiere of Kate Hudson's bubbly romantic comedy, "Raising Helen," (search) is set to build on the momentum of the last two years.

About 150,000 attended the first year; last year, that number grew to 350,000, injecting almost $60 million into the downtown economy.

Organizers are predicting this year will easily top that - there has already been a significant increase in advance sales, and tickets to many of the hottest events are already sold out.

The festival, which has always flaunted its populist credentials, is also growing in prestige, says executive director Peter Scarlet.

"This year there are a half-dozen or so solid new films you think would premiere at Cannes," Scarlet says. "That's a step forward for us and for viewers - they have a chance to be the first on the planet to see some very exciting new work."

Kyra Sedgwick (search), who produced and stars in the festival film "Cavedweller," has watched the event snowball.

"Originally, it was about taking care of our city, celebrating what's great about us and marking time back from a tragedy," says Sedgwick, who will also take part in a panel discussion on women in film.

"Now it's becoming more of a player in the festival world. I think Jane [Rosenthal] and Robert De Niro are incredibly smart about films, and anything that has their seal of approval, I'd run to see."

Nearly 150 feature films will unreel at downtown venues during the nine days, from the family-friendly froth of Mary-Kate and Ashley Olsen's "New York Minute" (search) to the experimental Iranian film "Navel." (search

A documentary about New York's Bravest, "Brotherhood," will have a gala screening on May 3, and the festival closes with the premiere of the period piece "Stage Beauty," starring Claire Danes (search) and Billy Crudup (search).

Scarlet is proud of the festival's eclectic nature.

"It's fine with me that it's not easy to pin us down," he says. "I hope we've created a sense that this is for anybody - just like anyone can go on the subway, anyone can come here. That's what's very New York about this; it's very cosmopolitan in the best sense of the word."

Scarlet's advice for those feeling overwhelmed by choice: "Just dive in."

Here are some of the highlights:

* "Baadasssss!": Mario Van Peebles offers a tangy tribute to his father Melvin's struggle to make the 1971 blaxploitation classic, "Sweet Sweetback's Baad Asssss Song" (which is also in the festival).

* "Coffee and Cigarettes": Jim Jarmusch corrals a hipster cast, including Cate Blanchett, Bill Murray and Jack White to riff on Nikola Tesla, Elvis conspiracy theories and the need for caffeine Popsicles.

* "Carandiru": "Love Actually" hunk Rodrigo Santoro stars in this stirring dramatization of events leading up to the 1992 rebellion at a prison in San Paulo, Brazil.

* "The Beauty Academy of Kabul": A group of American women travel to post-Taliban Afghanistan to dispense beauty advice in this upbeat documentary.

* "Lipstick and Dynamite": Octogenarian women wrestlers (The Fabulous Moolah, Gladys "Kill 'em" Gillem) reflect on their youth.

* "The Mother": This intelligent drama from Roger Michell ("Notting Hill") features an outstanding performance by Anne Reid as a widow who has an affair with a man half her age.

* "Dear Frankie": Emily Mortimer stars as a single mom who creates a fictional father for her deaf son.

* "Zatoichi": "Kill Bill" fans are salivating over this samurai sword-fighting adventure starring Takeshi Kitano.

* "A Touch of Spice": Listen for growling stomachs at this crowd-pleaser from Greece about a man's passion for cooking.

* "House of D": David Duchovny stars with wife Téa Leoni and Robin Williams in his directorial debut.

* "Poster Boy": The closeted son of a right-wing U.S. senator is roped into fronting his dad's re-election campaign in this gay coming-of-age tale.

* "Cavedweller": Kyra Sedgwick plays a singer wrestling with her abusive ex-husband (Aidan Quinn) for custody of their daughters in this absorbing drama from Lisa Cholodenko ("Laurel Canyon").

* "The Dance Challenge": Renowned Spanish choreographer/dancer/actress Blanca Li drives this effervescent French hip-hop musical.

* "So This is New York": Richard Fleischer's nimble comedy from 1947 will be getting a (very) belated New York premiere.

* "Zaman, the Man from the Reeds": The first feature made in Iraq in a decade captures the final days of life under Saddam Hussein.

For more information, visit tribecafilmfestival.org.