BY LARRY CARROLL | Stellan Skarsgard hasn't been sleeping well lately. Maybe it's because he needs a new pillow. Maybe it's because he's acting in a sequel to one of the scariest movies ever made. Or, maybe it's because he's stepping into the shoes of a legend. "A lot of journalists ask me the question, 'Do you think you're big enough to fill the shoes of Max Von Sydow?' and I wasn't worried about it," Skarsgard confides, "But obviously, unconsciously I was, because I had this dream the other night that I was walking down the street. Max Von Sydow comes walking towards me, and I'm happy to see him and he's happy to see me, but when he gets close, I find out that he's actually nine feet tall. Which says something about my relationship with him. Unconsciously, I guess I am a bit worried."

In the upcoming prequel to the 1973 horror classic The Exorcist, Skarsgard has been cast as conflicted priest Lankester Merrin, a name which will forever stir images of a tired old man in vestments doing battle with a possessed adolescent girl. While Skarsgard doesn't expect to make people forget about Von Sydow's deadly confrontation with Linda Blair, he does ask that they give him the chance to make some images of his own. "I'm putting my own spin on the character," he says between takes while dragging on a cigarette, "I can't do what Max can do, I can only do it my way. It's also not necessary. His character was at the end of his life, an old man, and what he was like when he was younger, you can't tell. So, I have freedom to create the character in my own way."

Skarsgard has created lots of characters his own way, from the paralyzed oil-rigger in Breaking the Waves to the no-nonsense Professor in Good Will Hunting to the sleepless cop in the (original) Insomnia. In his native Sweden, however, he grew up in the significant shadow of fellow countryman Von Sydow. For many years, he was viewed as the heir apparent to the star of such landmarks as The Seventh Seal and The Greatest Story Ever Told. How appropriate then, that they will soon forever be linked in the minds of moviegoers all over the world. Exorcist: The Beginning takes place some thirty years before the events of the original film, when Merrin deals with the devil for the first time. But, cautions Skarsgard, the new movie isn't content to tread in the same water as the old. "It's very different. The first film was not about Father Merrin, really. He was a strong character, but this film is very much about Merrin's journey towards the first exorcism, and his doubts. The first Exorcist took place in a normal suburb, where only one person got possessed. This one is in a very exotic setting, in Kenya, and not only one person gets possessed."

But is the world really clamoring for an Exorcist revisiting? Judging by the chilly responses to Exorcist II: The Heretic (1977) and Exorcist III (1990), one would be inclined to think it wasn't. But $25 million worth of people can't be wrong, and they all came out to see the 2000 re-release of the original film. This told Warner Brothers that maybe there was a simple reason those sequels bombed - they stunk.

So, the call has gone out to Paul Schrader to revive the franchise by making something that has nothing to do with those video store bargain bin tapes. And when your director can get rewrites free of charge from the man who did Raging Bull and Taxi Driver (himself), that makes it hard for an actor to say no. "The script is very well written," Skarsgard says with a smile, "Paul Schrader is a brilliant scriptwriter and he's been doing a lot of work on it. It's very character driven for a film of this size."

Character-driven seems to be a worn-out catchphrase in Hollywood these days, like "I wanted to make a movie my kids could watch" or "this movie has a great twist at the end", but if Schrader's past is any indication, Skarsgard is speaking sincerely. "If you look at Schrader's films," the actor says, "many of them are about men in crises, and so is this one. He is very interested in actors and in character. I want to work with directors who are like that."

Skarsgard holds his director in extremely high regard, and says Schrader was perfect for Beginning. "He's a very smart man, and he's got an interesting past," the actor says, discussing the director's strict Calvinist upbringing. "He grew up under very hard religious circumstances and wasn't even allowed to see movies. He saw his first one, in fact, when he was seventeen. Schrader has seen the bad side of religion."

It would seem that Schrader could bring a unique view to the story of a priest struggling with the devil. But aren't his films usually a tenth of the size of this huge summer tentpole? Skarsgard agrees, and that's why he loves the idea of the two of them being turned loose with a studio pocketbook. "When you think about this movie, it's a big Hollywood, big budget movie," he laughs. "But it's directed by Paul Schrader, who's a very interesting independent director, and it's being played by me - who normally does weird little films. I don't know if Morgan Creek is being daring or stupid."

Perhaps a little of both, but at least we know this team won't play by the rules. The two seem intent on making a movie that recalls the shrieks and uneasiness of the original, but is very much its own beast. "It's not necessary that it has Exorcist in the title, but I believe that Warner Bros. is happy to have it there, " Skarsgard reveals, all too honestly. "If a movie is a good one, it doesn't matter what the title is."

So maybe Skarsgard isn't afraid of tarnishing a classic. Or of being compared to an actor who already defined the role he's going to play. But perhaps he should be looking out for the mythical "Exorcist curse", which plagued the Beginning shoot early on when original director John Frankenheimer (Ronin) passed away and the previous Fr. Merrin candidate, Liam Neeson, dropped out. Skarsgard laughs off any rumor of a curse, saying that the devil would have better things to do. And he knows that he's meant to be on this set, too - because he had another sleepless night recently. "I had a dream about Liam Neeson," Skarsgard chuckles, "and he was only three feet tall."