Timothy Mayer sighed heavily, staring ahead with the gaze of a man intent on saying something meaningful yet wishing he were somewhere else, in this case getting a haircut. He had been asked why "Henry IV, Part I," which he is directing, was chosen to open the new, self-proclaimed trend-upsetting American National Theater on Wednesday. It could be the event of this theatrical season. Why Shakespeare, why this Shakespeare?

"I suppose because I wanted to do this play this year," he said slowly in a raspy smoker's voice. "I was going to do it somewhere, and so when I was invited here, it was here . . . I did 'Mother Courage' last year, and that exacerbated my wish to attack this most patriarchal of texts. This is a profoundly motherless play. It's about a series of interlocking fathers and sons.

"It makes me think of my own father. And about a fat alcoholic named Doc who used to take me fishing."

And what about his own father, let alone Doc?

"My father is an industrialist and lawyer."

Period. That's all you're going to get out of Mayer on the subject of his father.

"This play is more patriarchal than Turgenev," he said, dancing away from the question of his father. He launched into a wide-ranging dissertation on Shakespeare as the quintessentially American playwright. (In the play, King Henry IV is bitterly disappointed in his son, Prince Henry Hal , for being a playboy and a ne'er-do-well. In the end they are reconciled as the prince proves his courage and rescues his father from death.)

Mayer is both opaque and garrulous, an intriguing mix of professor (he has been an artist-in-residence at his alma mater, Harvard University) and theatrical kook. He has also been a "senior vice president for corporate communications" in a sporting goods manufacturing company headed by his father, a writer of rock songs, poetry and musical comedies, and a set designer.

An unusual company has been assembled by Mayer and artistic director Peter Sellars, 28, for this debut of what is intended to be a national theater, and during the past few weeks they have established a beachhead in the Kennedy Center and a nearby apartment house, the Watergate gym and a few bars and restaurants. All but one (local actor Ernie Meier, who has a bit part) are from out of town, mostly Manhattan, and a more eclectic group would be hard to find.

"There's something a little bent about this group, which I like," said Patti LuPone, a Juilliard-trained actress who first hit it big as "Evita." "Look at us -- Broadway refugees, film actors and dancers."

"I played every Get out of Jail Free card I've been able to squirrel away over the last 20 years to get this cast," said Mayer.

Take John McMartin, who is attempting a feat no other actor is known to have tried: playing both Henry IV and Falstaff, both leading roles and polar opposites as characters. He will have three dressers to help him with costume changes.

McMartin, whose credits range from "Follies" to "Murder, She Wrote" to "All the President's Men," is so shy offstage that you can't be sure he's there. Faced with a voluminous menu in a restaurant, he shrugged helplessly and ordered what the next person at the table had so that the waiter wouldn't stand there while he made up his mind. Tall and lanky, he is also very pale, which perhaps represents his inner desire to become part of the wallpaper. Why would a performer of his stature decide to throw in his lot with a neophyte company in Washington for peanuts?

"Peter Sellars called my agent," he said.

You mean John McMartin is just sitting around waiting to be asked? Well, in a way. And he had never done Shakespeare. And this is a promising new venture and "it's exciting to be in on the ground floor."

Other members of the company say McMartin is "brilliant," but he communicates only a sense of sheer terror. "I talked to a friend of mine in New York last night," he said lugubriously. "He said he had to give up doing Shakespeare because he couldn't remember the lines."

McMartin was cajoled into doing both roles because the actor initially cast as Falstaff, David Huddleston, begged off after a few days, pleading ill health. It would seem that such a juicy role would not go begging for long, but as company member John Heard pointed out, it is particularly hard to find good male actors in late-middle age who are (a) available, and (b) willing to work for minimum rates. "Men at that point are either constantly busy or not right for the role," he said.

Heard plays Prince Hal, whom he described as "a preppie." Heard, who just turned 40, is something of an enfant terrible, no stranger to scraps in bars and outrageous pronouncements. Like Mayer, he grew up here, where his father, he said straight-facedly, was a "professional trapper." (In fact, his father, John Heard the elder, is retired from the Pentagon, where he worked in the office of the secretary of defense.)

Heard graduated from Gonzaga High School and later attended the Catholic University graduate drama program where, he said, "they had little hope for me." For 10 years he earned no more than $3,000 a year, but claimed that making more money has not changed his basically scruffy life style.

He has won three off-Broadway Obie awards, one for "G.R. Point" and the others for his roles in "Othello" and "Split" at the New York Shakespeare Festival. He played the Gentleman Caller in the Jessica Tandy-Amanda Plummer production of "The Glass Menagerie" and recently completed filming a BBC production of "Tender Is the Night," in which he played Abe North. He was cast closer to his self-described type of "cute white boy grown up" in "Between the Lines," and can currently be seen in "Heaven Help Us," a film about a Catholic boys school.

He's here because he wanted to do a larger Shakespearean part than the "tiny parts I've done, which I hope to return to." He met Mayer through a mutual friend on the National Lampoon, and the idea of performing in his home town appealed to him. He professed to some nervous anticipation at knowing that his parents will be in the audience, and "maybe Mr. Graham CU drama department head and some of the girls from Blessed Sacrament."

After "Henry IV" is over he will probably go back to New York, which he loathes. "I hate those little 'I Love New York' buttons, and I hate everyone who lives in New York, including me."

Disenchantment with New York, at least with the theater part of it, seems to be a common theme with some of the ANT pioneers. "I've been in two Broadway shows "Oliver!" and "The Accidental Death of an Anarchist" this year that closed in a week," said LuPone, "I'm not interested in having that kind of theatrical experience anymore."

There are only three women in the play, and all have small parts. The three actresses hired to play them, plus assorted whores and peasants, all have musical comedy hits on their re'sume's -- so it is perhaps not surprising that Mayer added original music to the production.

Denny Dillon, who plays Mistress Quickly, was nominated for a Tony award for her portrayal of the airplane mechanic in "My One and Only" (which is where she met Mayer and Sellars, who were the original writer and director of the show but were fired during the Boston tryout). She was also in the 1981 replacement cast for "Saturday Night Live," an experience she recalls with mixed emotions. Jossie De Guzman, who plays Lady Mortimer, was Maria in the last New York revival of "West Side Story," and has been in several shows by Elizabeth Swados. And LuPone, who plays Lady Percy, won a Tony for "Evita." She has a small role in the current film "Witness."

"I was totally delighted that Peter Sellars wanted me to do this," said LuPone, who is also signed up for the larger role of Mercedes in the next ANT production, "The Count of Monte Cristo." "I'm always surprised when people want me. How can I say no?"

LuPone, despite being -- as she put it -- "built for musical comedy," was classically trained and spent four years on the road with The Acting Company. She also claims a "record-breaking" appearance in the Kennedy Center's Opera House. One evening's performance of "The Baker's Wife" was attended by only 25 people, in a house that seats 2,500. "I think it was the smallest attendance ever," she said.

"It's something to be in on the grand floor of the American National Theater, as fellow cast member Tony Azito put it," she said. "One day three of us were coming into rehearsal, and an usher stopped us and said, 'Are you the ANT?' I ran back and thanked her for calling us that, I was so thrilled."

For all the anticipation, and Sellars' intention to "change the status of theater in America," rehearsals for "Henry IV, Part I," seem to have proceeded with the hassles and surprises of any other production. Aside from having had seven weeks to rehearse, which is more than most commercial productions get, the production process has not broken any new ground.

McMartin said that Mayer, whose erudition has impressed everyone, knows every line in the play. ("That's not true," Mayer mumbled.) His conception of the production draws on both the American romantic era and Shakespeare's era, as well as the time in which the play is set (1406). "There's an aspect in the play which seems a little like that strange hour in the late afternoon when it's still light out but the street lamps read as they do at night and we feel caught in both, " he said. "A play written in 1597 and set in 1402 can also be perceived as our time and the time of the great romantic revival in the American theater of the works of William Shakespeare."

"It's time for another look at the neoromantic," said Mayer. "When I was first putting on plays at Harvard in the '60s there was a war on and some other things were happening. It seemed like the world was a very cold order indeed. And I suppose we tried to inject a note of warm disorder. The American theatrical tradition has never been very bright, but lately it has become kind of heartless as well . . . sometimes you get a bit of sentimentality, but I'm not so sure that's the same thing as feelings. In the 19th century it was the beginning of this country's sinuous tango with Shakespeare, and also the time of reawakened interest in the Middle Ages, in chivalry and romance . . . It's easy to smile at those excesses. But it's very difficult to reconstruct the virtues they represented."

Mayer refers to the architecture of this American period as "reservoir Gothic," notably the rather gloomily ornate public buildings and monuments. Shakespeare's Globe theater, on the other hand, stretched from the ground floor to a high roof, reflecting a hierarchical view of the universe. "This verticality is probably a paradigm for a vertical world view," Mayer continued. "Man caught between God and the devil. A paradigm for a vertical political situation: people caught between the kings and the popes. And I suspose sic it's a feeling about life: caught between soaring aspirations and the toilet of our viscera." Both sensibilities seem to have influenced his concept of the production's look.

There is a line Mayer wrote for the original draft of "My One and Only" that was cut, but later taken up by Sellars as the rubric of the Boston Shakespeare Company, which he ran before coming to Washington. Mayer quoted it the other day: "High wit and tragedy -- these are your aspirations. And sometimes you achieve them. But farce and melodrama are the facts. They always work."