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PHOTOGRAPHY BY JEFF ZELEVANSKY

Best-known for her recent work in dramatic films like The Fountain (2006) and The Constant Gardener (for which she won an Oscar for Best Performance by an Actress in a Supporting Role in 2005), Rachel Weisz has always seemed to possess an elegance and maturity beyond her years. Despite being engaged to director Darren Aronofsky (The Fountain, Requiem for a Dream), she has largely avoided the glare of fame's spotlight and acknowledges an affinity for classic Hollywood icons such as Bette Davis, Katharine Hepburn and Ava Gardner.

Unfortunately, there's a fine line between serious and stuffy, mysterious and unapproachable, and the 38-year-old actress has occasionally been accused of crossing it. In person, though, the notoriously publicity-shy actress comes across as lighthearted and playful, with a boisterous laugh you might not expect from such a diminutive frame.

And with a past more focused on drama, it's an unexpected delight to see her promoting a comedy. In next month's The Brothers Bloom, Weisz plays against type as gleefully eccentric heiress Penelope Stamp. Written and directed by indie auteur Rian Johnson (Brick), the film tells the story of a pair of con men (Mark Ruffalo and Adrien Brody) who decide their last grift will involve bilking Weisz's character out of millions. Originally called Penelope, the unabashedly quirky film is centered on the strength of Weisz's effervescent spirit-and she's clearly having a blast in a role that shatters any preconceived notions audiences may have of who she is as an actress.

"I've really wanted to do a comedy for a long time," she says, when asked what attracted her to the image-changing role, "and I think Penelope was what I'd been waiting for. I'm not imaginative enough to dream her up myself, but I was really looking for someone who kind of had that screwball flavor."

The character-a lovable eccentric severely lacking interpersonal skills aft er spending endless hours alone in her family's massive mansion-required Weisz to master (or at least appear to) a broad range of hobbies. The purpose was to capture the spiritual essence of a try-anything-once sort of woman who only fully blossoms aft er being coaxed into leaving the security of her comfort zone.

"We had a two-week rehearsal period in which I had to learn how to simulate being able to play piano, banjo, guitar, juggle, ride a unicycle, skateboard," Weisz says. "I'd never ridden a skateboard in my life, but Adrien Brody is really good at it, so we were in the parking lot outside where we were filming and he was helping me learn how to do it. It's really dangerous if you've never been on one before.

"The thing I really had to learn to do from beginning to end was a card trick, which was so hard it took me about a month to learn. I also had to learn to rap, and since Brody's from Queens he's deep into hiphop. I remember this priceless look on his face when I butchered one of the classic rap songs," she says. "It was a lot of stuff to learn."

THIS ROLE MAY seem to have come out of nowhere, but Weisz's background suggests that Penelope is a lot closer to the actress than many of the other parts she has played over the course of her 14-year film career. Born in London in 1971 to an Austrian psychoanalyst mother and a Hungarian inventor father, Weisz was a teenage model before taking up acting during her years at Cambridge University.

"I started a theater company called Talking Tongues that was just myself and another girl as the performers, and then there was a director. It was very avant-garde, experimental theater," she says. "We used to write our own plays through improvisation and take them to the Edinburgh Festival Fringe. We'd run around begging people to come see our show and we actually won a few awards there."

Aft er winning the festival's Youth Guardian Award for Slight Possession, Weisz starred in a stage revival of Noel Coward's Design for Living, which earned her the London Critics' Circle award for Most Promising Newcomer in 1994. Even in the early days of her film career, the twentysomething went on the sort of adventures that made Penelope's spirit come alive in The Brothers Bloom.

"I went on some really great road trips," she says. "I drove with a girlfriend from New Orleans to New York and got completely stuck in Memphis for two weeks because we fell in love with the city. About eight years ago, I went on another adventure with the same friend, driving from Mozambique to Cape Town, basically all along the eastern edge of South Africa. We didn't realize that the Zulu land doesn't really have paved roads, and we didn't have a spare tire for our terrible rental car. It was a very exciting trip."

Equally exciting is her career as an actress, which began to catch fire with her role as Brendan Fraser's love interest, Evelyn, in 1999's The Mummy and 2001's The Mummy Returns. Though widely dismissed by critics as crowd-pleasing fluff , the films' success led Weisz to turns opposite Hugh Grant in About A Boy, Paul Rudd in The Shape of Things and Keanu Reeves in Constantine. By the time she had reached her Oscar-winning role in The Constant Gardener and her gripping performance in The Fountain, Weisz had earned a reputation for portraying women of incredible spirit and intelligence. Still, she bristles slightly at the suggestion that she's attracted to strong characters.

"I have this weird thing when people ask if I like to play strong women because it makes me think of weightlift ers," she says. "I don't really know what it means. I don't think anyone asks men if they like playing powerful men. I understand why the question is asked, but I think I'm more attracted to interesting women than strong women. I'm happy to play any character that interests me, even if they're unintelligent and unspirited, as long as they have an interesting story."

And Weisz has been finding plenty of such stories lately; The Brothers Bloom is just the first of many films she has in the works. In Agora, a historical epic set in Roman Egypt from director Alejandro Amenábar (The Others), she plays Hypatia, an astrologer-philosopher. In the sociopolitically charged Luna, she portrays another true-life character: environmental activist Julia Butterfly Hill, who lived up in a redwood to raise awareness about the plight of this tree in America.

But first up is director Peter Jackson's adaptation of the adored bestseller The Lovely Bones, in which Weisz costars with Mark Wahlberg as the parents of a murdered girl, who watches down from heaven and observes how her tragic death affects her family. Asked about the pressures of tackling a story with such a massive and devoted following, Weisz says that she constantly referred back to the book during the shooting process.

"For something like Penelope, there was zero research to do, because where do you find people like her?" she says. "But with The Lovely Bones, I had the book with me on the set, and I went back to it over and over and over again. It's just fuel for your imagination, to get that poetry inside of you. Telling stories like that is what makes me impassioned."

From her blossoming career to her relationship with Aronofsky and their two-year-old son, Henry Chance, Weisz has a lot to be excited about these days.

"Everyone hopes that they're going to be successful and get to do the kind of projects that they really believe in," she says. "Oft entimes when you're younger you take work to pay the rent, and you don't really get to choose much. Back [in the early stages of my career], I was just so happy to be working. But I'm in a position now which is incredibly lucky, where I can pick and choose a little more. That's a tremendous luxury."

Lighter Side of Rachel

While most of her accolades are for dramatic f ilms, most notably The Constant Gardener, this actress also has a comedic side.

ABOUT A BOY (2002)
Weisz costars with Hugh Grant in this lighthearted romantic comedy based on Nick Hornby's bestselling novel.

ENVY (2004)
In this goofy film, which also stars Jack Black, Christopher Walken and Amy Poehler, Weisz plays the wife of Ben Stiller's character.

FRED CLAUS (2007)
Weisz plays the girlfriend of Fred (Vince Vaughn), Santa's bitter older brother who is forced to move to the North Pole.

DEFINITELY, MAYBE (2008)
In this romantic comedy, Weisz may or may not be the mother of Maya (Abigail Breslin), whose father is played by Ryan Reynolds.

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