A bearded Antonio Banderas bows into the room, wearing jeans and a rather wrinkled white dress shirt.

AB: Excuse me I haven't been sleeping in the last 56 hours. I just arrived from Argentina. I'm shooting a movie there.

Press: Melanie said you have a bet on whose summer kids' movie will do better.

AB: Yeah, she's going to do better. It's very difficult to overcome 52 million first weekend.

Press: She says you've got to mow the lawn then?

AB: Sure. I was gonna do it anyways (laughs).

Press: What would she have done for you ... if you won the bet?

AB: I don't know, I have a percentage of the movie... so (laughs).

Press: Speaking of movies, how about your new ones?

AB: "Ecks vs. Sever" were doing this in Toronto with a young kid from Thailand called Kaos. He put together this, action packed with big explosions. I was just convinced by his talent I like his personality, I like the way he was seeing the movie. He seems interesting and I like him.

Press: How sexy is this movie "Femme Fatale."

AB: It is. Not so much with me.

Press: And how about Brian De Palma?

AB: Brian De Palma ... I found a man who was really tired of Hollywood, he moved to Paris just to relax and recapture himself. And he said, 'I came here just to rest and forget about anything, but Paris have given me ideas and stories.' He has unbelievable daring. I have never seen a director asking me to do such outrageous things. ... I actually had some problems with my character when I read the script so I rewrote the character, I asked permission, I transformed the whole thing. He read it [and said], 'This is beautiful, I love it! But it's not my movie (laughs) If you want to be in my movie, you have to do exactly what I want.' ... I said, 'What the heck, I want to work with this man, even if the character is not as much as I want to have.'

Press: Did Melanie give you any tips on how to work with him?

AB: Be prepared not to work like you expect a movie to be done. I like the man. He's so radical and so charming and such a specific smile.

"Can I smoke a cigarette?" Antonio asks the press modestly and proceeds to drop the ashes into his empty Evian bottle until he's finished, at which time he drops the rest of the "American Spirit" cigarette into the bottle and places the top on it.

Press: How is Robert different as a director?

AB: Robert is a very physical director, the inventions with the kids, the falling and falling and falling, I love that scene. Robert is more childish in a certain way, even in movies like "Desperado." "Desperado" for me is comedy. Finding the head of a horse in your bed, that is violence. I think of Robert Rodriguez as guacamole and blood, it's an opera.

Press: You and Melanie have lasted quite long as a couple ... do you have any tips for the rest of us?

AB: In a relationship couple for a long time you can't keep awake the passion of the first year. That may disappear once in a while and you have to call upon the things in everyday life, and the little little details, and the way that you wake up and the way that you talk to her and the way that you relate, suddenly one day after 3 or 4 years together you suddenly fall in love again with your own wife

Press: Awwwwweeeee

AB: so it's just a matter of being intelligent on the long-range thing. Trying to that steady point at which you can function going up and down in your relationship and keep it alive. I would never say that I will hold this relationship forever, but I will try and I don't have it in my mind to break.

Press: What do you love about her?

AB: Her vulnerability and at the same time her incredible strength, and very strong personality, I suppose that poets are made for that to describe how you might feel for a person. I don't know, it's just an amount of different things that make me look at her when she's not looking at me and smile and love her. I don't know what is the definition of love, but she's generous, she's funny, she's a great mother, she's a great lover, she's a good person.

Press: And how about your career?

AB: Things never happen like a boom. I never had that "THAT MOVIE." I am on my 69th movie right now. My whole entire career almost working like a little ant. I consider myself a worker of acting, a comedian. I don't consider myself a star.

Press: "Zorro 2" -- Are you going to do it?

AB: Yeah. But I don't have the script yet. But it's going to be the whole entire cast.

Press: How did you deal with your first crush?

AB: Bad. (laughs all around) I remember that I was asking for a kiss from this lady named Liliana, she was a beauty. For days and days and days, 'Give me a kiss' and then one day we were sitting down and suddenly, and women always do this, suddenly she says, 'Okay.' and I say, 'okay what?' she says, 'Okay you can kiss me know.' I say, 'I am not ready now! I have to have psychological preparation!' and I remember that I kissed her on the lips very slightly, a very innocent kiss, and I got dizzy, I was completely in a cloud, it was so beautiful.

Robert Rodriguez, a tall man with a childish smile and a big cowboy hat, swaggers in.

Press: How is this film different?

RR: I wanted them to already have a lot of gadgets, a lot of that was in the first movie and I just had to take it out. Cause that was just the genesis on how they became spy kids. About the first one, it ended just when it should be beginning. Now they're spies and the whole family's together and they can go on missions, but the movie was over. So I'd already written the sequel, and it'd already been greenlit.

Press: There's a huge summer crunch of family films, are you worried about that?

RR: Ah, the movie was so inexpensive. "Stuart Little ll" is a 120 million-dollar movie; they need to be worried. We're paid for already.

Press: Budget?

RR: Same as the first one, this one's 38 million.

Press: That's all?

RR: That's why my name appears so many times.

Press: You probably could have gotten more.

RR: Oh yea, Harvey said you got to spend 60 million the next one, I understood what he meant -- make a bigger movie. I said I can do that without even changing the budget, it's really just creatively needs to get bigger.

Press: Were you worried about Carmen's age.

RR: It was good that she was a little older,

Press: What about "Once upon a time in Mexico?"

RR: It's the third in the series really. Antonio plays the good guy Johnny [Depp] is the bad, William Dafoe is the ugly. I wanted to do something that big. Lots of action. There's one really cool gun battle that takes place in a church with silencers. It's the biggest gun battle you never heard.

Press: How about shooting digital?

RR: I hated shooting "Spy Kids" on film, I hated how the release prints look, like vhs, compared to what was on the negative, the set. When I heard Lucas was doing Hi-Def, I said, 'I don't think it's there yet, but let me go check it out.' And then I couldn't believe what I saw. So I went back and shot some tests side by side on "Spy Kids" and I wanted to see where the HD fell apart where it looked like video, instead I was shocked to see how bad the film looked. I said, "Well that's it for film" (Laughs). ... In film you can't even see what you're doing. When you're working in a visual medium, that's not a luxury to see what you just shot (laughs)-- that's a requirement.

Press: What else are you working on?

RR: Doing another "Spy Kids," which comes out July 23, 2003. That's going to be a big one!

Press: Alexia's going to be a teenager.

RR: That's a gift. Otherwise I'd be doing the same movie.

Press: Antonio?

RR: He's really the same guy when I met him. He wasn't a star yet -- he was very engaging, very warm ... he could be a big star. I thought, I'm going to put him in "Desperado."

Press: Vomiter?

RR: That was Bill's idea, I'd wrote in that there was a Vomiter ride, Bill said, 'you know what, I should open up a clear umbrella and we can let the vomit hit it!'

Press: What about working with the kids?

RR: They were really great kids. Professional, well behaved, and so much fun. There were no bratty kids. I mean, you always hire the kids you know you'll get along with too.

Press: Did you get them something cool as a gift at the end?

RR: Gosh, I don't think I did this time. The first one we went to Disneyland for ten days, we got Disney to get us a pass where we could get on the rides without waiting in line. They were in heaven.

Alexa Vega and Daryl Sabara bob in.

Press: Tell us about your first crush?

AV: this guy is so sweet and everything, he wasn't cute, but then I got to know him, and then I'm like this guy is kinda cute and charming...

Press: What happened?

AV: Stayed friends, nothing really happened.

Press: Who do you think is cute on film?

AV: Jaime Bell, is adorable, from "Billy Elliot." And one of the Quidditch guys from "Harry Potter," the guy that teaches Harry how to play ... he is so cute!

Press: Did you guys audition for "Harry Potter?"

AV: No, actually they started to audition kids from here and then they went to London. And that's what makes "Harry Potter" special. They're not all these American kids.

Press: Who would you like to have your first on screen kiss with? Britney Spears? Jennifer Lopez, Kirsten Dunst?

DS: Yes! Kirsten Dunst.

Press: How about that music video thing?

AV: Robert made me sing to him over the telephone.

Press: what did you sing for him?

DS: Twinkle Twinkle Little Star (laughs)

AV: Mariah Carey and Whitney Houston's version of "when you believe" from the "Prince of Egypt."

DS: I've been taking ballet for 7 years. And Robert gave me rock star lessons, like AC/DC with knees up and the bobble head, it was just a lot of fun... Angus Young. I just added the little ring, because Antonio gave me this for Christmas and it says inside, "Remember you are a Cortez."

Press: How do you like working with each other?

DS: She doesn't have a brother and I don't have a sister so it's kind of cool to have a loving caring sister.

Press: Awweeee..

Matt O'Leary and Emily Osment take their seats.

Press: How old are you?

MO and EO: 10 ad 15.

Press: What was it like doing that pile of crap scene?

MO: The poop was coffee and something else.

Press: What was in your mouth?

MO: That was chocolate cookies. I don't like chocolate, it was dark chocolate and it was awful.

Press: What's Haley like as a big brother.

EO: He's just so great. We don't have all the big arguments where we get all mad.

Press: Did you miss going to the Oscars with him.

EO: I like it better when we're at home, because we dress up in costumes like we're at the Oscars and put balloons all over the living room.

Press: How much older is he?

EO: 4 years. He's just a great guitar player. That's one of the things I admire about him.

Press: who was your first big crush?

EO: Second grade, it was just, you know, I used to hang out with the boys. I liked a lot of guys just for friends. Yeah, there was this one guy that I really liked, but he wasn't like a boyfriend or anything.

Press: Did you ever tell him?

EO: NO!

Press: How about your most embarrassing dating experience?

MO: That's presuming I've had a date! First of all, you can't go on a date because you don't have a car, so your mom has drive you and that's embarrassing. So there's no dating; there's basically a bunch of friends going to the mall, like a quadruple date. So you go see a movie and you come out, but it's not a date.

Press: Why not a bike date?

MO: (facetiously suave) Look, I'll pick you up at seven -- you can ride my pegs. (laughs all around).

Press: Who would like to have your first on screen kiss with?

MO: Well if she wasn't so old, I would love to ... oh, Kirsten Dunst.

Press: she's old!??!?!??!

MO: I'm 15!

Carla Gugino dons a classy and low cut black dress

Press: You look very nice and smell pretty too.

CG: literally I don't know if it's me.

Press: Designer dress?

CG: It is but at this time in morning I don't know.

Press: Colette?

CG: She does a lot of beautiful stuff.

Press: We saw "SPY KIDS 2" on digital projection.

CG: It's incredible on digital, it's almost like a cartoon it's so vibrant. When I first saw it on digital it took me a minute to adjust to how clear it is ... when we were shooting too and you watch the monitors, you almost feel like you can reach in and actually touch the person. ... With digital, there's something great because we got direction while the camera was rolling. As an actor, I'm used to the ritual of "we're cutting, we're starting, action, rolling" there's something that I love about that.

Press: How about that face in food scene?

CG: I chose the pasta because I thought it would be softer and not quite as sticky as the fruit...but I ended up with a caking of a thin layer of pasta on my whole face.

Press: How have kids been reacting to you when they see you?

CG: There's a huge difference between American kids and London. American kids are much more vocal, and running up and hugging you and 'oh! Where are Carmen and Juni?' And it's a great age because they don't quite know you're not that person. In England, these little tiny kids come up and (Proper British accent), 'Excuse me, Miss Gugino, could I possibly have your autograph?' It so interesting, I found a great variety of responses from kids. It's not about you being a well-known actor as much as they just love this person you brought to life. It's very gratifying.

Press: And that closing credit dance-drop?

CG: It was actually going to be in the sequence. I think Robert decided to put it in the end because it's very funny. And that sequence goes so fast that you gotta get out of there. And I think he thought it would be a payoff at then end.

Press: Who's your favorite superhero?

CG: Why don't they make a movie out of "bewitched?"

Press: Aren't they trying?

CG: Really? And I also loved Isis.