A network Of slender pipes weaves through the valley, buried just beneath the surface, intermittently squirting out thin tendrils of dry ice that snake between the surrounding hills. As the breeze stirs, an armoured horseman appears on a nearby hilltop, the crest of his helmet bobbing like a cockatoo as his mount wheels and stamps the turf. Moments later a procession of carts and knights rolls into view, creaking down a track that runs along the base of the hill. A rider peals off and roars a thunderous battle cry, a bellowing salute to the figure on the ridge. The lone sentinel looks on; Arthur, the fabled king of the Britons, is watching his knights depart.

As Empire witnesses this drama unfold on the set of King Arthur, the swirling fog exposes another lone figure, gesticulating wildly from a small hillock behind the wagons, his arms whirling like a propeller. It is Antoine Fuqua, King Arthur's 38 year-old director, and he seems rather pleased. "You know what," he beams later, "that moment with Clive Owen (Arthur) alone on the hill and Ray Winstone (Burs) letting out that battle cry, that gave me chills." Indeed. Empire, as ill-prepared as ever, already had the chills-that moist air easily penetrating our flimsy attire--but we'd clearly observed a poignant moment, one which should carry even weightier import when seen in context. "There's an earlier scene," he continues, "when Arthur's knights leave their village as boys to go and train as warriors, and all the villagers do the same battle cry as they leave. It's really moving, so when you hear Ray Winstone's battle cry later on, it really hits home - it's my moment."

And rightly so: it's a moment that lies at the very heart of the film, revealing at once all Fuqua's narrative threads. That nodding plume on Arthur's helmet is clearly Roman, and his mailed list clutches his legion's standard. His knights, Lancelot, Galahad, Gawain, Tristan and Winstone's rugged Bors, are Sarmatian horsemen, conquered people from the hem of the Roman Empire conscripted as auxiliary troops. Their 15-year term of service finally over, they are bound for home. Arthur, meanwhile, has chosen to stay and defend the Britons against Saxon invaders. On top of the hill helooks abandoned, forlorn, suffering the archetypal nadir in the hero's journey.

"Arthur's got a secret in that his father is Roman and his mother is British," Fuqua explains. "He's dealing with his mother's death, and also the last days of his knights before they all leave him, and at the same time the whole world is crumbling around him, because Rome is not what he thought it was, and the barbarian Saxons are coming." He paints a bleak picture, one far removed from the medieval tales of prone damsels, courtly love and mystical cups, and yet Fuqua's scriptwriter, Gladiator's David Franzoni constructed his canvas on academic foundations.

Historical boffins have long, looked at the Dark Ages for a real-life King Arthur, and recent archaeological discoveries at Hadrian's' Wall have identified that a Lucius Artorius Castus (read: Arthur), a Roman general, can be linked to Sarmatian auxiliaries also based at th Both general and knights served during Roman occupation, some historians believe in the early fifth century, and much Samartian ideology corresponds with Arthurian to Lady Of The Lake, burying swords point first in burial mounds, holding feasts at round tables. All of which, while hardly providing in historical validity, certainly provides Fuqua with enough material to tell an intriguing tale.

We don't use much of that mythical element," he counters. "Once Arthur was king then those things came into myth. For me this is the man earning the right to become king. When you see Arthur up on the hill, he's been broken down; he has nothing and no-one. He's alone and all he's left with is the hero within. We all have it and we've got to get dragged through the mud so we can realise who we really are. Arthur has to decide if he's going to stay and help the (as the native Britons are termed) and that fact's emphasised--do you choose your destiny, or is it chosen for you? It's a big part of the film."

Crammed into a tiny editing suite, Empire is sitting next to uber-producer and King Arthur kingpin Jerry Bruckheimer, watching another scene from his near-completed film. We've already seen Arthur and his knights galloping across the screen to defend villagers from invading hordes, like Dark Age guerillas in the mist, and we've just met Merlin, demoted from his better-known incarnation as medieval mage to a more historically viable tribal chief. But now, huddling round the monitor, we see Keira Knightley's Guinevere, the traditionally two¬timing minx who is Arthur's queen. Knightley's vicious vixen is a Woad royal whom Arthur and his knights have just rescued, and she emerges in heated debate with Lancelot, a waspish yet charming loan Gruffudd. A smouldering tension hangs in the air.

"The love triangle between Arthur, Guinevere and Lancelot from Arthurian legend is hinted at," begins Bruckheimer, aiming a nod towards the monitor. "But this is more about nobility and brotherhood; even though Lancelot likes Guinevere, he tells her that he'd have left her to die rather than rescue her. Which he wouldn't, of course." Instead, the spark between Lancelot and Guinevere is used to ignite the flames of conflict burning in Arthur's conscience, each character offering their lord opposing views on fate and free will.

"Arthur's initial motivation is to go home, which is to Rome," continues the 58 year-old producer. "He was raised and brought up in Rome and was a student of a priest called Pelagius (a fifth century heretic). It was during the time when there was a controversy between pre-destiny and free will, and Arthur was taught about free will." Lancelot is what Fuqua terms their "dark angel", challenging Arthur over religion, while both Guinevere and Merlin (Stephane Dillane) urge Arthur to accept his destiny: to accede to the kingship of Britain.

It's a premise that invests King Arthur with an epic gravitas, elevating it above mere sword¬and-sandal swashbuckling. Such embellishment will, however, require powerful performances, and the fact remains that, aside from Knightley, who Bruckheimer catapulted to stardom in Pirates Of The Caribbean, the cast is as mysterious as the murky world in which they play. This was intentional, of course, insists the enigmatic producer. "We saw Croupier, and we saw pieces of Beyond Borders before it came out," he says of Clive Owen's less than dazzling CV "And if we'd had a big star I think that would have detracted from the authenticity people would just see the star. Certainly, American audiences aren't too familiar with Clive, so they will just see him as the character. This could do for him what Gladiator did for Russell Crowe."

Talk about the ghetto; well, this is the fuckin' ghetto," says an animated Antoine Fuqua. "It's in the furthest part of Britain; it's cold, it's nasty, it's mean, it's ugly, and Arthur's got a lot of torture going on inside. But Clive Owen can carry that. He has this mystery about him, it's his natural style." It's the day after Empire's audience with Bruckheimer, and Antoine Fuqua has been up until 6 am re-shooting a key scene. In spite of the late night, Fuqua is still bubbling, enthusing about his cast and the similarities he sees with breakthrough outing, Training Day: "Both have the same spirituality and the battle of the flesh. I try to humanise the character and take him through an internal process. Here Arthur has to make the decision: am I really going to help these people?"

These "battles of the flesh" engage the audience, inviting empathy with the knights ~ they wonder whether the native Britons are worth saving, while at the same time explain that the Woads may be right to regard their saviours' motives with suspicion. These subtexts, like the premise- a handful of warriors defend a village against invaders for scant reward suggest King Arthur is yet another play on Seven Samurai... which comes as no great surprise: Fuqua is a self-confessed acolyte of Akira Kurosawa. "I look at Seven Samurai even if I'm doing a gangster movie," he laughs.

"For Kurosawa, it's all about the battle," I continues. "We show the battle of the flesh on screen, that you can actually see, but there's the battle within. That was what he was talking about." Kurosawa, with Seven Samurai in particular, stressed every gesture and every line of dialogue, teaching the audience something new with each passing minute. Fuqua, it seems, has followed, and in one scene from the previous day’s trip to the editing suite, Empire recalls Lancelot, on the fringe of a shoot, chirruping away, trying to seduce Bors’ woman. This attention to character is key, not least because it involves the audience in set-pieces, says Fuqua.

Unlike Seven Samurai, King Arthur had to launch into the first of its three battles almost immediately, so Fuqua had to develop character quickly. "The bottom line with battle scenes is that you call have millions of soldiers, but nobody cares unless you know the characters. Once you've had the big clash, you've got to be emotionally Connected to each guy's sequence of fighting, so within that battle, no matter what, you narrow it down to the individuals."

Fuqua promises the battles, like his film, will be gritty affairs, and he has shot a US R Rate movie. No doubt he will have to dilute his brutal set-pieces, as King Arthur will likely emerge a PG-13; Disney is hoping streams of schoolboys will help repay the S100 million-plus outlay. But if Fuqua can retain his gritty combat, allying it with engaging characters, when the mist clears and the final box office figures emerge, Bors' battle cry may well be heard again, echoing triumphantly a round Disney's magic castle.

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