Richard Russo's screen adaptation of his 2002 Pulitzer Prize-winning novel will debut on the cable network in May 2005. Fred Schepisi directed the film shot entirely on location in Maine — in and around the very town where the author penned the book.

"Empire Falls" looks at a fading, blue-collar small town where one man deals with keeping his restaurant afloat, his estranged wife, a disabled brother, a young admirer and ghosts from his tragic past while being a loving father to his teenage daughter.

The ensemble cast features Ed Harris (Fool For Love, "The Hours"), Philip Seymour Hoffman (Long Day's Journey Into Night, "Cold Mountain"), Helen Hunt (Life x 3, "As Good as It Gets"), Paul Newman (Our Town, "Road to Perdition"), Robin Wright Penn ("White Oleander"), Aidan Quinn (The Exonerated, "Michael Collins") and Joanne Woodward (Candida, "The Three Faces of Eve").

Also featured in the film are Kate Burton (Hedda Gabler), Jeffery DeMunn (K2, The Last Days of Judas Iscariot), Estelle Parsons (Morning's at Seven), William Fichtner (Along Together, The Years), Lou Taylor Pucci (The Sound of Music) as well as Dennis Farina ("Law & Order," "Snatch"), Theresa Russell ("Luckytown"), Danielle Panabaker ("CSI") and Trevor Morgan ("Mean Creek").

Paul Newman, Scott Steindorff, Fred Schepisi and Marc Platt are executive producers with William Teitler serving as producer. HBO Films presentations have included the screen versions of the Tectonic Theatre's The Laramie Project and Tony Kushner's Angels in America. Recent films have include stage stars as Nine's Antonio Banderas ("And Starring Pancho Villa as Himself"), Private Lives' Alan Rickman and Topdog/ Underdog's Mos Def ("Something the Lord Made") and Avenue Q's Jordan Gelber with Dracula's Stephen McKinley Henderson ("Everyday People").

Up next, Ruben Santiago-Hudson stars with Jeffrey Wright, Liev Schreiber, Jimmy Smits and Rosie Perez in the scribe's adaptation of Lackawanna Blues under the direction of George C. Wolfe.

For more information, visit HBO Films online at www.hbo.com/films.