Charles Burnett, silver hair barely frosting his temples, seems too young to be bemoaning "kids nowadays." Too cool, in his silky print shirt, to be saying, "When I grew up ..."

But the 46-year-old filmmaker is saying this:

"When I grew up, the older people wouldn't eat until the kids ate. There was a sort of gentlemanly-like -- there were certain ways of conduct. You had to say 'yes sir, no sir' to the grown-ups, and take your hat off in a restaurant or a church. ..."

Burnett reveals, with befuddlement and dismay, that he recently shared a dinner table with a man who kept his hat on. Things have gotten that bad.

"I think kids nowadays, and I don't mean {to be} old-fashioned, but I think we live in a society where you have to learn to respect one another," he declares. "And you have to start at an early age."

Transplanted long ago from Mississippi to Los Angeles, Charles Burnett is fascinated with the black Southern past.

His film "To Sleep With Anger," which opened Friday, draws upon the myth of Harry Man, a trickster who can steal souls. Although set in contemporary L.A., the movie is full of folkloric references: John Henry, "swamp root," the mystical "crossroads," blues songs and spirituals, tales about heaven and hell. There are good-luck charms and dark omens. There's midwifery and moonshine.

All of this, to Burnett, is more than some exercise in African American anthropology or culturally correct entertainment. It's at the core of his view of the world. He may not mean to be old-fashioned, but he is old-fashioned.

"It was a better life," Burnett says of Back Then. He smiles at the simplicity of his truth.

When you probe this idea with him, Burnett's soft-spokenness eventually gives way to a passionate tumble of words -- hard denunciations of the 2 Live Crew, Robert Mapplethorpe and "Total Recall"; invocations of social crises from homelessness to infant mortality; pronouncements on the purpose of art, the duty of black intellectuals, the importance of heroes.

Oh yes, the heroes too were bigger and better Back Then. "When I grew up, there was Jesse Owens, Jackie Robinson and a number of people ... Joe Louis," he tells you. "But now ..."

Out of the Art House Brought to life because of Danny Glover's interest in the script, "To Sleep With Anger" will be writer-director Charles Burnett's introduction to most of America. But he has been an eminence in the small community of black independent filmmakers since his 1977 film "Killer of Sheep," his UCLA thesis project, received international acclaim. (Two weeks ago it was added to the Library of Congress registry of treasured American films, an honor it shares with only 49 others so far, including "Citizen Kane" and "The Godfather.")

That stark family drama about a slaughterhouse employee was "a brilliant work," says Tony Gittens, director of the Black Film Institute at the University of the District of Columbia. "As film-as-art, it was just wonderful," he says, "but it also captured an authenticity of his community. He's just one of these genuine, committed kinds of filmmakers."

Burnett has since written, directed or photographed only a handful of other independent films. His artistic reputation has soared, though, with prestigious fellowships from the National Endowment for the Arts and the Guggenheim, Rockefeller and MacArthur foundations. That last one, in 1988, was the biggie, a so-called "genius grant" -- $275,000 over five years, no strings attached.

The money went toward a down payment on a house for him, his wife and their two young children. "We were staying in a place about the size of this table right here," Burnett says, laying hands on a restaurant tablecloth and smiling softly. "People used to come over and say, 'Where's the other room?' We said, 'This is it.' "

The MacArthur Fellowship came "when I was at rock bottom," he says casually. A docudrama project for the Corporation for Public Broadcasting had fallen apart. "I was totally bankrupt, totally no money."

Before that, being an independent filmmaker had meant "painting houses, you name it, cutting lawns," just to get by. "When you have kids, you've got to have insurance, you've got to have money," he says. "They're always sick, you know. They have a cold or a fever and you've got to rush them to the hospital. It's so expensive." And you can't show doctors your 1981 Critics Prize from the Berlin International Film Festival and expect them to waive their fees.

"To Sleep With Anger" may change all that. At the very least, it has taken Burnett out of the rarefied world of film festivals and museum showings and highbrow criticism -- the world of "cinema" -- and thrown him into the hurly-burly of multiplexes and folks who eat tubs of overpriced popcorn and reviewers who will give his work the ol' thumbs-up or thumbs-down. In other words, show business. Like which there's no business.

Investors have put $1.4 million into "To Sleep With Anger," which by Hollywood standards is cab fare. But Burnett's biggest previous budget was $80,000, for the last film he directed, "My Brother's Wedding," in 1984. Describing the difference between seven-figure and five-figure filmmaking, he says, "You have to rent tons of equipment."

Show business is also about marketing, which in this case could be tricky. Yes, Danny Glover is a "bankable star," as Burnett points out. (Glover plays Harry Mention, a down-home smoothie who stirs up trouble when he visits a middle-class Los Angeles family. The actor also served as an executive producer.) And "To Sleep With Anger" is fleshed out with strong and familiar actors: Mary Alice, Vonetta McGee, Carl Lumbly, Richard Brooks, Sheryl Lee Ralph, Paul Butler.

But the film, like Burnett himself, is soft-spoken. It is driven by low-key conversations and the dynamics of family. Visually, it is rich with symbolism. Some viewers undoubtedly will find it slow going. "I think it's one of these films that's going to get around by word of mouth," Burnett says. "That's how all my films got around. Unfortunately for distributors, that's not a very pleasant thing."

No kidding. Like, who put together that newspaper ad with a fat quote from Vincent Canby of the New York Times? "A BIG MOVIE, FULL OF BIG COMIC SCENES!"

"To Sleep With Anger" does take a darkly comic turn toward the end, but mostly it's tense and deliberate. Even the title has a seriousness about it. (It alludes to the old saying "Never go to bed angry.") Audiences expecting to see the next Spike Lee or Keenen Ivory Wayans or Hudlin Brothers, on the basis of that ad, will be disappointed.

Still, Tony Gittens believes the film can do well at the box office. "When people first saw 'She's Gotta Have It,' they probably thought it was an art-house film," he says. "I think there is a community out there that responds to good black film."

That Oral Tradition Two and a half years ago, Burnett was planning on a different sort of breakthrough film. The Corporation for Public Broadcasting had given him development money for a movie based on a bizarre gang-related murder in South Central Los Angeles. It seems a young girl, the only eyewitness to the killing of a cab driver, came forward to tell what she'd seen. The murder suspect, from his jail cell, began harassing her by phone, Burnett says. The suspect's lawyer had given him the girl's address and phone number.

She wound up being killed by the suspect's twin brother, Burnett says, and the suspect was released.

The filmmaker says he was drawn to this story because "I'm interested in the problems of the community." He hoped to have his movie broadcast under the banner of "American Playhouse." Unfortunately, Burnett and CPB clashed over their visions of the film. "I think {CPB wanted it} to be a crossover film, you know," he says. "If you had white people in it, they had to be good white people." (Although the killers were black, Burnett considers the white defense attorney who revealed the girl's address to be "an accomplice" in her murder.)

Burnett backed out of the project. "At the time, I wished it had worked out," he says. "It would have saved me a lot of time and effort. I needed the money."

Instead, Burnett went to work on a fictional script, one reflecting his own love of the black Southern past. His family had moved west as part of the postwar migration of Southern blacks. So the Los Angeles black community of his youth was "Southern in culture," he says. "A lot of traditions were carried on, and storytelling was one. There was a lot of outdoor activity, which you don't see now, except for the gang violence and so forth.

"I remember when I was a kid, a number of us, we had a rich experience that we can fall back on. And I don't think kids today have that," he says. "They don't seem to have a sense of their past, you know? So that was one of my concerns, to try to do a story where that is a factor, where you take an oral tradition and superimpose it on today's problems.

"Why white people are so lucky," Burnett says, "is because in the cinema, they've got all this diversity. They've got stories about Amelia Earhart, you name it, all these heroes. And these kids grow up with really an advantage that black kids don't have, or people of color don't have.

"I think it's important to have your own stories. It's important for kids to model themselves after -- to have images of, you know, what's right and what's wrong. And that's why I got back into the animal stories, the folklore, because it served that purpose. That oral tradition, those tales, sort of defined the world, told what was good and bad, what was heroic, how to act.

"I think there's a certain kind of humility involved when you respect one another, have certain cultural traditions that we respect, and taboos," Burnett says. "Incest? People make movies about incest now, child molestation and so forth. But there were strict codes when I came up."

There were superstitions too, as Burnett shows in "To Sleep With Anger," sometimes humorously. A look of distress comes over Harry Mention's face when a child touches his foot accidentally with a broom, an act believed to bring bad luck. The woman of the house rushes to bring Harry some salt, which he flings over each shoulder.

Burnett isn't belittling that element of the culture. "People who've experienced that, they know in their background how seriously people take that," he says. "I mean, you can get shot, people can lose friendships over that. Like my brother, he's really nervous about that stuff. It'll mess his whole day up if you touch him with a broom. A lot of people are like that."

What's more, "I think it makes it richer to have these things. The fact of the matter is, reality is such that you don't know," he says. "You see things happen that you can't explain. People testify to things that you have doubts about. But if it happened to them, hey, I'm not going to deny it."

Ringing the Bell Burnett is currently at work on "America Becoming," a documentary funded by the Ford Foundation about new immigrants. But he has in mind his next feature: "Victim in the Mirror," about a black private investigator who gets scapegoated for a crime.

"That's another slooow-moving" -- his mouth twists, gently mocking his critics, and the sentence dissolves. "It'll be interesting, though. {My films} may be slow, but they'll be around for a long time. They won't just come and go, making big bucks. They'll be around.

"I think that's why the Europeans are so far ahead of us in many ways. At least there's an audience there that wants to see film that poses a lot of questions." The European film intelligentsia, in fact, was an impetus for the black independent film movement of the '80s, he says.

Burnett has been offered enough money by overseas investors "to get a film done and get foreign distribution," he says. So he isn't worried about having to satisfy Hollywood with a blockbuster. Rather, he talks about "creating images that can change people's perception of one another, and also create a healthy society."

In America, "entertainment has just been thoughtless," he says. And this is what really gets him going.

"Hollywood has produced a lot of films of a certain style where it's very difficult to go and enjoy a good movie. Like 'Total Recall,' where it's totally a narcotic, you go and you get on the roller coaster ride and you get out.

"But the kind of art that I grew up in, adult films engaged you. You could identify with the problems and the people, because they were so close to yours. Problems weren't farfetched. Everyday people."

Adult films like what?

"A good drama would be like 'Double Indemnity,' for example. Or Jean Renoir's film 'The Southerner,' about a black and a white family living in the South, working together to work this land. Human drama, things that a lot of stage plays are based on. ... Not just cars banging into one another and a guy jumping out and blowing someone's brains out and making some wisecrack.

"Particularly black people now, and people of color, we're living in a society where, you know, prenatal care is a serious problem, the black male is an endangered species, we are among the underclass. And the intellectuals, a lot of them are responsible for not waking us up. Someone has to ring the bell and say, 'Look around. We are -- one out of every four is in jail or going to jail.'

"And someone says, 'Well, I want to see a movie that doesn't say anything.' That's stupid! It's like someone participating in their own" -- here, an infrequent stammer makes itself evident, but Burnett forces the word out -- "genocide. That's how I look at it."

With such a strong belief in the social duty of artists, Burnett is not what you'd call an absolutist on the matter of free expression. Asked whether Luther Campbell and the 2 Live Crew belong in jail because of their filthy rap lyrics, he says:

"I think if you look at it in revolutionary times -- have you seen the movie 'The Battle of Algiers'? When {the revolutionaries} told these pimps to stop doing their thing because it was a state of crisis, and they wouldn't stop, they shot 'em. You know? I mean, black people are in a critical stage right now. And particularly black women."

A startling analogy from such a gentle fellow.

"The problem I have with it is this: People are living in the streets, no one is rallying. But when someone gets their record taken away, everyone jumps up. What is this? What are our values? This guy's making a million dollars. I could give a damn if he makes another record! Seriously!"

As for the late photographer Robert Mapplethorpe, Burnett calls him a child pornographer. "When you see a girl with her dress up, what is that? It's not art. The danger is, there's a lot of people with a lot of mental problems out there, and you end up supporting them. There are such things as taboos. And if someone can say, 'This is art, we have to accept it,' I say, 'Wait a minute. I don't accept that.' That's not the function of art, to deal with someone's obsessions or sexual perversions.

"Freedom of speech is one thing," he says. "But I think people need to be held accountable."

Accountable. Like when he was growing up. Kids couldn't run up and down the street "acting a monkey," or they'd face a spanking, Burnett says. Maybe even from a neighbor.

It was a better life.