Sharon Stone, the sexy star of "Basic Instinct" and "Sphere," and Benjamin Bratt, former paramour of Julia Roberts and TV and film actor ("Law & Order") in his own right, are the headliners at the heart of the American Conservatory Theatre's Oct. 7 benefit "Starry, Starry Night." The annual event raises money for ACT's conservatory programs.

ACT celebrates its 35 year in 2001 with an auction that will include items from the company's past (scripts and posters signed by Olympia Dukakis and Bill Irwin and a portrait of acting company actor Marco Barricelli as Piradello's Enrico IV)) and future (a walk-on in A Christmas Carol and the chance to have the Lower Lounge Bar in the Geary Theatre named after the winning bidder). Stone will auction off the theatre-related items in the Imperial Suite of the Westin St. Francis Hotel.

Other Bay Area celebrities with ACT pasts will be present at the gala including former ACT artistic director Edward Hastings and actors Joy Carlin, Bill Paterson and Ruth Kobart. The conservatory students and special guests will give a cabaret during the evening, led by Young Conservatory director Craig Slaight.

A.C.T.'s conservatory, sole beneficiary of "Starry Starry Night," serves 3,000 students a year under head Melissa Smith. The first U.S. acting program not associated with a college or university to award a masters of fine arts degree, the conservatory has produced several well-known artists including Annette Bening, Winona Ryder, Danny Glover and Denzel Washington.

Tickets for the benefit are $500 for premium admission; standard is $350. For information and reservations, call (415) 439-2308. -- By Christine Ehren