Hollywood on the Potomac? Real estate contractor Stanley R. Zupnik, nightclub owner Tom Curtis and their personal army of Washington investors would like to see it that way.

Through their film production company, Zupnik-Curtis Enterprises Inc. of Chevy Chase and Los Angeles, they are beginning to produce feature films for Hollywood and the world.

Zupnik-Curtis has three general audience films currently in production. The first, a sci-fi thriller, "Dreamscape," starring Max Von Sydow, Christopher Plummer, Eddie Albert and Dennis Quaid, is already filmed and is being prepared for release next February. Filming of "Fear City," a New York street drama starring Billy Dee Williams has just been completed in New York and it is expected to be out next summer. "Twisted," a psychological thriller, begins shooting this fall in New York City.

After viewing Zupnik-Curtis' first two films at the Cannes film festival last May, the cassette division of Thorn/EMI Ltd. in London paid $3.5 million for worldwide video-cassette distribution rights to the company's first three films.

Why would 45 Washington real estate developers, bankers and professionals invest in Hollywood movies? Zupnik says they would be making investments anyway and "they might as well make an investment they can get some enjoyment out of." He says "they can afford it," and that the investors "trust me, that's why they're in."

Investor Lipman Redman of the Washington law firm of Melrod, Redman & Gartlan, agrees. He says he's "really investing in Stanley Zupnik."

Redman said he has had previous business dealings with Zupnik and thought he was capable, thorough and "knows what he's doing before he's done it."

Redman also said he thought filmmaking "would be fun. Stanley has a lot of good ideas, but he's not reaching for the moon." Redman doesn't know what kind of profit to expect, but he says he'll more than likely recover his costs.

Joseph Schubele, executive vice president of Dreyfuss Brothers Inc., a Bethesda real estate management firm, says he felt an investment in the Zupnik-Curtis film company would be a "diversification in one's portfolio" and "a worthwhile venture to take a risk in." He said he knows Zupnik as a fellow director of the D.C. National Bank and also of his "excellent record as a builder, developer and businessman in the Washington area." Schubele said he expects a 20 to 30 percent return on his investment.

The investors are allowed personal involvement in the company through monthly meetings, newsletters and filming location visits. In March, the investors were flown to Hollywood for studio tours, dinner with the cast and crew of "Dreamscape," screenings of completed scenes, cocktail parties with Hollywood celebrities and visits to the set. There was a similar trip to New York City in June to the set of "Fear City."

The 46-year-old Zupnik is an owner of the Chevy Chase Building, Highland House and Highland House West in Chevy Chase, and the Rosslyn Center above the Arlington Metro station, and general contractor for the Vista International Hotel, the Rotonda condominiums in McLean, and the Watergate at Landmark and Montebello condominium complexes in Alexandria.

About a year ago, he said, he foresaw a "big glut of office space" and figured the real estate market would be "flat for the next three or four years." He said traditional investments were changing and that one "had to think of something new.

"I do not want to put all my eggs in one basket," he said, adding that he sees entertainment, the service industry, computers and security as the growing areas in the 1980s.

Zupnik credits local broadcast personality Tom Curtis for his interest in filmmaking. In 1981, Zupnik, who owns a stable of harness-racing horses, was seeking publicity for a champion horse he was putting to stud. A friend suggested Curtis, who was then doing an entertainment bit for WASH radio. Curtis never got the horse any publicity but he did introduce Zupnik to the movies.

Curtis has long-standing links with the the movie world. His grandfather and uncle, Jack and Harry Cohn, founded Columbia Pictures in the 1920s. His brother, Bruce Cohn Curtis, now an independent film producer, had worked his way up through the Columbia organization.

When Tom Curtis met Zupnik, he invited him to be a minority investor in a film his brother was producing, "Seduction," a low budget film starring Morgan Fairchild. The picture cost $1.9 million to produce and will probably gross $12 million to $14 million when all receipts are in, Cohn Curtis said.

During his involvement with "Seduction," Zupnik said he recognized a new challenge: he saw "no discipline in Hollywood." Hollywood, with its big budgets and overspending, has "a lack of respect for money . . . is very childish," Zupnik said.

He says he didn't like the "piecemeal" approach to making films one at a time, from beginning to end. Like real estate, he said, "one should investigate several properties at once."

Zupnik-Curtis Enterprises was established in February 1982, with the head office and business center of the company in Zupnik's headquarters in the Chevy Chase Building.

Principals in Zupnik-Curtis are Zupnik, who is president and handles all negotiating, financing, sales and budgeting; executive vice president Cohn Curtis, who is the line producer; senior vice president Jerry Tokofsky, Zupnik's Los Angeles counterpart, and vice president Tom Curtis, who handles public relations, creative affairs and acts as a liaison between the coasts. Zupnik and the Curtis brothers are the company's owners.

Zupnik says he invited his friends, business associates and investors from previous real estate ventures, to invest in the company. The limited partnership he set up, Chevy Chase Film Limited Partnership, is made up of 20 units. Each unit is worth $500,000 with the whole partnership worth $10 million for the first two films. Zupnik says he owns one unit, but as general partner is committed to raise $38 million for six films in two years.

The offering is private and to avoid regulation by the Securities and Exchange Commission is restricted to sophisticated investors with substantial assets. To get in, participants have to invest at least $150,000, have net worth exclusive of their home and personal belongings of $1 million or more, and have an annual income of at least $200,000.

Investor S. Greenhoot Fischer, former chairman of the board of D.C. National Bank, said his one unit investment is a "longshot deal that's leveraged"--after the initial investment, a letter a credit has been extended to the investor. He said that as a banker, he's conservative, but every once in awhile, "you take a flyer." Fischer said he feels the extended credit will not be needed.

He insisted the film company investment is not a tax write-off. It's a "straight business deal . . . a calculated risk . . . and is based on the previous successes of the people involved," he said.

Other Zupnik-Curtis investors include Barry Wright, owner and founder of Temporaries Inc.; Gunther Kilsheimer, president of Art Display Co. Inc.; Jack Miller, chairman of the board of Miller & Long Co. Inc.; Dr. Max Fischer, a Washington otolaryngologist, and Joseph Dreyfuss, first vice president of Dreyfuss Brothers.

Because of the ancillary markets now available to film producers and distributors, Zupnik says his investors have a 75 percent chance of getting their money back. Any money they lose, of course, can be deducted from other income, which means the Internal Revenue Service is sharing the risk.

Zupnik says that with cable television needing 250 to 300 films per year, syndicated television, network television, video cassette and the foreign market, the demand for films is ever growing. He said independent producers, like himself, who can make more films at lower costs, are more able to supply that need than major studios with high overhead.

Zupnik-Curtis currently plans to make three films a year, each in the $4 million to $6.5 million range. A major studio makes about 12 films a year in the $11 million to $12 million range, according to Tokofsky, who sees the majors more receptive to buying and distributing independent's films than in the past. Studios need low-to-mid-budget films to fill out their release schedule after making their previously committed big-star, high-budget pictures.

Zupnik says he doesn't "frontload" his pictures with big-star salaries. His actors, directors and producers receive commensurate industry salaries and a percentage of the profits.

Besides his work with the film company, Tom Curtis, 37, is co-owner of two Washington nightclubs, Annie Oakley's and Numbers. He has been a deejay with WMAL-FM radio and an entertainment reporter with WJLA Channel 7.

Zupnik is a native Washingtonian and a civil engineering graduate of the University of Maryland. He said he is either the major stockholder, general partner, corporate officer or partner of 38 to 40 companies, including Majestic Builders Corp., Majestic Computer Service, Majestic Air Service, Stanley R. Zupnik Real Estate, Avanti Motors Corp. and the Philadelphia franchise of Kastle Security Systems.

With $101 million worth of business in 1982, Majestic Builders ranked 168th in a listing of the Top 400 contractors by McGraw-Hill's Engineering News-Record.