James Caan is not Sonny Corleone. Emphasizing that, he moves across his hotel room in short, menacing strides, sleeves rolled up, orange hair flaming through his four-button-open shirt, cigarette dangling from his face.

It looks as if Caan is about to throw somebody out a window, but he settles for a poke in the ribs.

"Hey," he says, the image of the bonkers mafioso in "The Godfather" fading only slowly. "You know something? Everyplace I go, I spend half my time undoing Sonny Corleone."

Caan, 40, now has further evidence of what he is not: a "small, clean, honest" movie, as he calls it, entitled "Hide in Plain Sight." The film, which opens today in 350 theaters, is the story of a divorced man whose children suddenly disappear when their stepfather, a small-time hoodlum turned informer, is given a new identity in another state under the government's experimental Witness Relocation Program.

Caan stars, and the film is the first he has directed. It will probably also be the last, he says.

"I've made all kinds of movies in Hollywood, and to me it usually means getting up at 7 o'clock in the morning for 12 weeks with a bunch of jerks," he said. "They can't ever just show an apple. No, they got to put flowers around it. A glass of wine. The music wells up! It's bull. I wanted to make a movie that was simple. That said things like a Willie Nelson song. A movie with no sharks. No airplane crashes. A story based on life.

"But what a pain in the a--. I didn't know anything about directing. I ran out of money in the middle of it, and I had to go off and make 'Chapter Two,' 'cause I needed a million or two. Meanwhile, studio people are saying where's the big fight scene in 'Hide in Plain Sight?' Where's the aciton? Where's the plane crash?

"I got divorced right in the middle of the picture, and I had to give her some money. I had built a nice house in California, and they had those mudslides, remember? Washed right down the hill. No insurance. It's going to cost me $600,000 to rebuild.

"'Chapter Two' took 12 weeks, but 'Hide in Plain Sight' took me 2 1/2 years. Now the reviews look good, everybody's saying they believed in the film all the way.That's not true."

It was midnight, and Caan had not slept much for three days. Still he bobbed, feinted and poked, acting out the script of the past two years. He is a professional movie actor, and attacking Hollywood "always gets me in trouble." His sister Barbara, sitting nearby, nodded in agreement and warning.

"Most movies are bull," Caan said.

Barbara flinched slightly, hoping he would not go to the mattresses.

"I shouldn't say it," Caan said.

His sister rolled her eyes.

"Life ain't like the movies," Caan said. "But my movie is based on a real guy, a guy named Tom Leonhard from Buffalo, N.Y., who lost his kids. It's a terrible thing. We got a movie, but he got screwed.'

Two hours earlier, the real Tom Leonhard stood in the lounge of the Motion Picture Association of America, surrounded by Hollywood and [TEXT OMITTED FROM SOURCE]ington. He drifted with the currents of the VIP screening, surrounded by William Webster, head of the FBI; Clifford Alexander the secretary of the Army; Fred Graham, CBS' law correspondent; Jack Valenti, the premier pistolero of the movie lobby federales; Joseph Califano, the lawyer, and various movie stars and sophisticated children.

He did not look out of place.

"See this suit?" Leonhard said. "I always wanted a three-piece suit, and now I've got one." He is a stocky man in his 50s, with an auburn mustache and thinning hair.

But he felt out of place.

"I'm just a hard-hat," he said. "I'm a working guy, I don't know that much. If I was somebody else, the government would've never kept my children from me like that.

"In the movie, Jimmy Caan finds his kids after a year and a half.But for me, it was eight years I looked for them. They changed some other stuff, too. Like I'm a cement mason really, but they made me a rubber worker in the film. But it's accurate too, like when Jimmy says he's not a hippie in the movie, he's always respected the flag. That's me. That's why it was so strange to me that the government stole my kids."

Tom Leonhard -- his name has been altered to Tom Hacklin in the movie -- still lives in Buffalo.

"Yeah, money's a problem. No, I'm not a star up there, Buffalo's a funny town. I keep getting laid off. It ain't all very happy. I did get my kids back, but we lost a lot of time. They were 7 and 6 years old when they went away, and I never saw them until eight years later. They're 19 and 20 now, and they don't know me that good. During those years I was just wiped from their minds, you know? You can't change that now.

"I haven't been telling this story for money," Leonhard added. "And I haven't got any. I do have a small percentage of the film, and maybe some will come of that. But basically, I just don't want what happened to me to happen to other people."

Leonhard's financial situation is such that a benefit was given him in Buffalo, according to Robert Christiansen, a co-producer, it netted about $15,000.

One purpose of the screening Wednesday night was to honor the real-life participants. Sal Martoche was there, the Buffalo lawyer who took Leonhard's case against the government all the way to the Supreme Court.

"It was just a hell of an injustice," Martoche said. "It would never have happened to him if he'd owned a Mercedes Benn. The only way the story got out was through newspapers and books. "Fred Graham's book, "The Alias Program," mentioned him. And a book on Leonard's life was written by a guy named Leslie Waller from New York, which the movie was based on. There was stories in the Buffalo Union News by Lee Coppola."

Coppola looks much like a reporter than the actor who plays his part in the film. Now, he finds, he is part of the story his paper is covering about the story he covered for his paper. Is the movie accurate?

"Well no," Coppola said. "The real story naturally is more complicated. But it's a good movie."

For glamor, Caan and Jill Eikenberry, an Arena Stage graduate who plays Leonhard's sympethetic second wife in the film, had it all over the raw material. But Caan seemed hardly more at ease that Tom Leonhard. He kept slipping out of the post-screening buffet for a smoke. Valenti and Fred Graham traded compliments over him like ribs at a Texas barbeque, but when it was Caan's turn to speak he stood up and said:

"Thanks a lot. I'm not a politician and so I can't make a regular speech.

I made a picture without sharks and plane crashes, that's all.

Caan was hardly into his hotel room afterward when he ripped off his necktie. Word was that the Washington reviewers were rushing back to their papers with kindness in their alleged hearts. Barbara poured him a vodka. The Caans are a clan. James and Barbara, both divorced, see each other a lot. Brother Ronnie Caan is also in the production company. The Caans and their parents all live within a mile of each other in Los Angeles. cSo has the population of Sunnyside, Queens, N.Y., been reduced.

And Hollywood gained a critic.

"I've been in so many films where people don't matter," Caan said. "Where the mountain in the background is more important that the character. The people aren't real. Everybody gets played 'dedicated.' Everything it black and white. Or it's so technological that's all it is."

"Take Close Encounters.' There's a movie I hate. No, wait, I don't hate it. It's a great light show."

He glanced at Barbara. "Or Silver Streak.' One minute people are falling and down funny, and the next you're supposed to worry about them getting killed. That offends my intelligence.

"So I wanted simplicity. They kept telling me, 'You've got to have action.' There was a fight scene written in the screenplay. It's when I find Jackie, the informer the government is hiding and my kids are with him. Big fight scene, right?

"Well, I couldn't do it, I couldn't act it, and I couldn't directed it. Leonard wasn't a violent guy, and I just couldn't see me and Jackie knocking each other down. People said, "But that's the action."

"Also, they said, "Where's your close-up? That'll give drama!' They said, 'Where's the music welling up all of a sudden?' I don't want much music, because there's never any music really.

"There's a hit man in the film, and he and my character meet on the side of a highway. People said to me, 'He's no menacing enough. A hit man should be extremely menacing.' Bull. The hit man just says to my guy, 'What you got, trouble with your car?' See, you know he's a hit man. He says something simple, and it's chilling.

Caan-the-director uses phrases such as 'Character is behavior, not dialogue" and "emotions should not be led." He also sounds like he engages in on-set psychological conditioning of fellow cast members.

"Well, Jill Eikenberry, playing my second wife, was supposed to be like a palm tree in Buffalo. Caught up in my battles for the kids, kind of confused though.So, you know, I wouldn't talk to her in real life.

"She'd say -- because remember, I'm also the director -- 'Jimmy should I do this? But I'd just walk away. I intentionally tried to keep her from acting. And since I don't believe in shooting a lot of takes, she'd be fresh with the lines.

"Also, Joe Grifasi, who plays my buddy in the moive, is supposed to be a guy who's always trying to get my attention. So in real life, we'd go to dinner, and I'd ignore him. I'd intentionally forget he was there. He got pretty confused. "Is Jimmy mad at me or something?" he asked other people on the set. But that's the way I wanted it."

"Hell, I even wanted to end the picture before we did -- leave a lot of stuff unresolved, because that's what happened in real life. But the studio wouldn't go for it. It's their money. But I just wanted to end it with the father looking at his kids -- one long shot, and leave the rest in the audience."

With that remark, Caan seemed to forever exercise the ghost of Sonny Corlene. Sonny's idea of a long-shot ending, one can only agree, would be a hail of tommy-gun bullets fired from a range of 10 feet instead of five.

"I hope people like this film," Caan said. "There's about 50 people in the world I made it for, and if they like it I'll be satisfied. Money's not that important, I can always make money."

More than 20 movies have already proved that. The Corleone role in "The Godfather," whatever else it did, gained him an Oscar nomination in 1972, and a year before that his portrayal of football's Brian Piccolo in the made-for-TV movie "Brian's Song" resulted in an Emmy. His most recent films have been "Chapter Two," "Comes a Horseman," "A Bridge Too Far," Claude LeLouch's "Another Man, Another Change" and "Harry and Walter go to New York."

Caan cannot help laughing when his film history is brought up, because he knows what always comes next.

"Yeah, yeah, yeah," he said. "I turned down a couple along the way. They've got a formula in Hollywood: If Caan doesn't like it, it's a guaranteed hit.'

"I turned down M*A*S*H, didn't think it would go. Same for 'One Flew Over the Cuckoo's Nest.' When Francis called me up about 'Apocalypse Now,' all I heard him say was '16 weeks in the Philippine jungle.' I turned down 'Superman,' too. Of course, I did do 'Rollerball.'

"Brando called me up about 'Superman,' and it was pretty funny," Caan said, slipping into a perfect Don Vito accent -- hoarse, intimate and hilarious.

"'Jimmy, they want you in "Superman," I think you should do it.'

"'Not me, Marlon.'

"'But Jimmy, I'm in it. They're paying me millions of dollars.'

"'Yeah, Marlon. But you don't have to wear the suit.'"

"I'm looking forward now to not working so hard," Caan said. "I like horses, I like doing rodeos, I like seeing my kid. I'm basically my best when I'm doing nothing, and I want to get back to what I'm best at. No more directing for me."

He's resigned to more typical Hollywood roles in years to come. "I like the money. You think I'm crazy? The money's great."

It beats being a piano player, which for a time in Queens looked pretty good. Caan was athletic then, but not so much the tough guy as might be supported. He was president of his class at Rhodes High School, and graduated at 16.

"The other guys were tough," he said, finally wearing down a rough approximation of relaxation, which had the same effect on his sister.

"My career with bands ended one night in Astoria in Queens. I didn't read music that well at all, but I signed up with a band to play a Friday night dance. So we get to this joint in Astoria and I'm scared stiff.

"The leader calls 'Smoke Gets in Your Eyes,' or something like that, which I at least can play. Everybody starts dancing. Then he calls 'Miami Beach Rhumba,' amd the bass player, drifts over so he can get the chord changes off my hands, and somehow I get through that. But I didn't like the look of the dancers.

"Then the leader says 'Bull, let's get this over with.' So he calls 'Night Train.' Remember that song? Dum da DUM da DUM da, DUM da . . . It's a fighting song, and so a huge fight breaks out, people bashing each other's heads in.

"We took a smoke. They get the mess cleaned up and the leader says, 'Night Train' again. Dum da DUM da . . . and immediately there's chairs flying through the air again, and the dance has to be canceled.

"We got paid for the whole night's work, but we only had to play for 20 minutes total," Caan said, marveling at the lessons of Queens and the performing arts.