Colin Farrell totally recalls unease about 'Total Recall'

* Actor initially balked at role, but won over by director

* Farrell takes Schwarzenegger's old role in action flick

* Director pays homage to original, but focuses on character

LOS ANGELES, Aug. 1 (Reuters) - Twenty-two years after the

blockbuster success of the Arnold Schwarzenegger action film

"Total Recall," actor Colin Farrell is stepping into the

muscleman's big shoes in a reboot, but if it seems like a dream

job, Farrell initially was not so gung-ho.

As flattered as the 36-year-old Irish actor was to be

offered the part, he admits "there was a part of me that was

honestly afraid of judgment of people" who held the original

film so dear to their hearts.

"Films to some of us feel sacrosanct and the idea of

remaking something seems like an insult to the original when in

fact it's not," he told reporters at a recent press conference

to promote the movie.

To cure his unease, the actor sat down with director Len

Wiseman, talked about changes to the new movie and decided it

was clear the makers wanted a somewhat different tale - one with

slightly less brawn and a bit more brain.

"While honoring the same conventions and concepts and

narrative plot points as the original story, this seemed to

stand on its own," Farrell said.

The first movie in 1990 was directed by Paul Verhoeven and

starred Sharon Stone and former bodybuilder Schwarzenegger who

was then at the top of his action hero form.

The sci-fi tale was loosely based on a story by writer

Philip K. Dick and told of a man who goes on a "virtual

vacation" in his mind to Mars only to find he is being hunted,

and he must fight his way back to reality. "Total Recall" became

a huge hit, raking in $260 million at worldwide box offices.

The new film is also based on Dick's story "We Can Remember

It For You Wholesale" and co-stars Jessica Biel, Bryan Cranston

and Wiseman's real-life wife, Kate Beckinsale. Farrell plays the

same basic character, Douglas Quaid, who takes a vacation by

strapping himself in a chair and going on a 'mind trip'.

As with the first film, science goes awry and Quaid soon

finds himself hunted by police before teaming with a rebel

fighter (Jessica Biel) who explains he's really a super-spy

working for an underground resistance.

THREE BREASTS IN; BIG MUSCLES OUT

Key differences include one of his pursuers, a role played

by Beckinsale is an amalgamation of two characters in the

original, and Wiseman's film takes place entirely on Earth.

Still, some scenes pay homage to the original. Wiseman said

he made a list of elements that stayed with him over the 22

years since he'd last seen the film, at age 14.

"The three-breasted woman was very much at the top of my

list," Wiseman, 39, told reporters, with a laugh. "I remember

the immigration booth where the face splits open."

So, Wiseman decided to take those favorite parts and "twist

them and trick them up a little bit" for his new version.

The most significant change was casting Farrell, whose

strong physique bears little resemblance to Schwarzenegger's

hulking mass. And that's exactly how Wiseman wanted it.

"I had absolutely no intention of replacing Arnold," said

Wiseman, who saw the new version as "a chance to do a very

different kind of Quaid."

He felt Dick's original tale had an "element to it of a man

who wishes he could be more and then turns in to a super spy."

In the 1990 film, "you're watching a guy who you already feel is

a super spy because you've seen him in such a capacity," Wiseman

said, noting Schwarzenegger's past films like "The Terminator."

"I really wanted someone (the audience) could relate to,"

said Wiseman. "I wanted someone who is more of an everyman."

He also wanted an actor first, preferring to "turn him in to

an action star, rather than taking an action star and turning

him in to an actor."

(Reporting by Zorianna Kit; Editing by Bob Tourtellotte and

Andrew Hay)