Something had to give for Diane Keaton, and it was her hotel room keys. There she was in Paris to shoot scenes for her new romantic comedy, and suddenly hundreds of fans and the
paparazzi were swarming her hotel.

Oh, it wasn't for the 57-year-old Keaton, one of the best actresses of her generation and an icon to millions of women for her la-di-da persona in "Annie Hall."
"I was at a hotel where 'Charlie's Angels' were doing their interviews," Keaton said with a moan. "People were going mad for them and I'd get the crumbs. It was sort of like, 'Oh, yeah, she's here, too.'"

Little did these fans and photogs know that Keaton would be the in-demand babe of the holiday movie season. She not only gets to lock lips with Jack Nicholson in "Something's Gotta Give" (opening Friday), but she's also puckering up with Keanu Reeves as a younger doctor enamored of her playwright character who is down on love.
Keaton could handle Nicholson, but making out with Neo was just too much. "Kissing Keanu, I kept thinking, 'Why am I here? Oh, I love it! I hate it! Oh, my God! I shouldn't be doing this! It's too much fun! It's awful! He's too young! Yeah!'"

In the end, a lot of women of all ages will be saying "yeah!" along with Keaton, who looks her age and gives as good as she gets. She sat down with the Sun-Times at the Waldorf Astoria on a sunny day late last month. In a brown suede coat and matching pants, Keaton was happy to give something about her views of life, love and lusty screen moves.

Is it women or men who have the biggest fear of intimacy?
A. I can only talk about the female perspective, but I know a lot of women in their mid-50s who feel like they will never be in love again. I can relate. You cut yourself off from any real intimacy. The most horrifying thing of all is will you be accepted? Could you be loved? It's very dangerous territory for all of us. This movie addresses those fears and how you can run from something like love because that's much easier.

Can you talk about working with Jack Nicholson. What surprised you?
A. [Laughing] Well, Jack is the devil. I think he's so funny. That said, I'm Irish and Jack is Irish. We love to laugh at the other person like when they fall. I mean, really lame stuff. It's not nice. It's just completely stupid. Just humiliating each other was a lot of fun for both of us. As for what surprised me about him, it's that Jack really carries the mantle of his legend with extreme respect. It's almost a throwback. I sometimes felt when I was with Jack that I was back in the '30s, and we were doing a Cary Grant film. There's a kind of formality to the respect he pays to the art of acting.

What do you think women find so sexy about Jack?
A. I think that maybe the most sexy component in a man is a sense of humor. Look at Jack's face. My God! It's one of the most beautiful faces in the world to me. I'd say that there are about 100 million people out there to whom Jack is king. I acquiesce. I think that he is king.

But it must have been tough doing nude scenes with the king. Were you nervous?
A. I think what was really convenient for me was the fact that our director Nancy Meyer forced me to do the nude scene first. That was good and I felt the nudity was absolutely necessary to the movie. I really did. As for getting over my fears, well, I'm not a substance abuser. I just did it. I just went in and did it. You just have to. You just go ahead. I reasoned that I have a body and they were going to put some makeup on it and then I'd have to hope for the best.

One of the issues addressed in the movie is that many men prefer to date much younger women. What are your views on this subject? Don't hold back, please.
A. I don't know how to answer that one. I really don't know. I'm not a man. All I know is that it's more about finding the right person for you. And we're all afraid.

What is the scariest thing about love for you?
A. Take the time when you've really fallen in love. You think, "Oh, my God, I could actually, really spend a lot of time with this person and be comfortable with him and maybe really like him and care about him and go through life and face illness with him.' And then what usually happens is that you run because there's something that in a strange way makes it safer not to be with someone you could really have a profound experience with. We sometimes just die for the fantasy.

The younger women/older guy thing is also about the idea of women being perfect. What are your views on this obsessive need for plastic surgery these days? You've said that you'll never do it. Why?
A. I think that someone has to represent the women who don't want plastic surgery. That's all. I'm just against it. Be proud of your age. [Laughs.] Of course, now that I've said that you can just sit back and watch. In five years, I'll be going under the knife. This reminds me of when I was really young and said I'd never go to bed with a man until I was married. That didn't exactly hold true, either. As for plastic surgery, I'm just trying not to be judgmental about it. I don't know what I'm going to do. But for the time being, I'm just going to try to live with who I am for now. We'll see how it goes.

How has being a mother to Duke, 3, and Dexter, 7, changed you?
A. It's completely changed me. It's just about the most completely humbling experience that I've ever had. I think that it puts you in your place because it really forces you to address the issues that you claim to believe in. If you can't stand up to those principles when you're raising a child, forget it. I mean, we can all sit here and talk, but it's another thing to act that way in your life. So, I think that children are completely challenging and completely intoxicating. I mean, I'm completely in love with my kids, but I also realize that I have to try and be a better person every day. I have to wake up and say, 'OK, use your brain, and not your impulses.' In my life, I've used my impulses and not my brains a lot.

Is there a reason that you've never married?
A. [Laughing] I think that I've met some right people, but I think that maybe I really wasn't right. I wasn't really prepared to be a reasonable person. Now, I wouldn't rule point in your life where you can't help it. You're biologically charged and driven toward the opposite sex. It's like so exciting that you can't help it. Your dreams about men, you love them, you're excited by it. I don't feel that way now. There's a kind of freeing aspect to that. But I do believe in love.

Are there any of your classic movies that you like to watch on TV or DVD?
A. No! I don't really want to go back there. I'd rather just keep the old movies in my mind as a memory. Life goes on. Plus, I'm not going to sit there and look at myself. It's disgusting.

Have you gotten more comfortable in your own skin and acting as you've matured?
A. Oh, hands down, no question. Early on as an actress, I was just a very normal, average, ordinary woman. No one expected anything or looked at me and said, 'Oh, she's got a future.' Everything has just been a slow, steady progression on my part. I used the opportunities as best as I could.

There is a lot of buzz about another Oscar nomination for you for "Something's Gotta Give." What do you remember about winning for "Annie Hall"?
A. My biggest memory is being shocked. I thought I didn't have a chance in hell. How could I win for a comic performance when I was up against real heavy hitters like Jane Fonda and Shirley MacLaine. It was the year of Anne Bancroft and "The Turning Point." Then I heard my name as a winner. It didn't seem quite right, but it was great.

by Cindy Pearlman