Heath Ledger is sitting in a palatial room at the Waldorf-Astoria almost slapping himself to stay awake. He has been very busy lately. He and his fiancée, actress Michelle Williams, had a baby, Matilda, on Oct. 28.

And he has been talking endlessly to the press about his two upcoming films, Lasse Hallstrom's "Casanova" (opening Dec. 25) and, especially, "Brokeback Mountain" (opening Friday), Ang Lee's so-called "gay cowboy movie."

"I'm grateful that I'm in a film that people like. It doesn't feel like that's happened before. For that reason, I'm a little bit suspicious. I think flattery can be just as dangerous as criticism. So I try to keep myself distanced from it. And it's perfect timing having my daughter, because all of this is insignificant in comparison. Maybe in a different world I would have been a little more stressed-out and involved."

Ledger plays Ennis Del Mar, who meets Jack Twist (Jake Gyllenhaal) when both apply for jobs tending sheep in the Wyoming mountains in 1963. Weeks of privation, whisky and horseplay lead to rough sex, but that's only the start of their relationship.

The two part ways and marry: Ennis to Alma (played by Williams), Jack to Lureen (Anne Hathaway). But time, distance and family obligations can't dim the feelings they have for each other, and the two begin seeing each other for annual "fishing trips" to Brokeback Mountain. But while Jack is willing to ditch his rich wife and set up housekeeping, Ennis holds back. The irony is that his laconic manliness is not a sign of strength, as it is popularly understood in America - think Clint Eastwood and Steve McQueen - but a sign of weakness.

"I think it's always Ennis' movie, not in terms of the love story, but when you think about carrying the Western mood, that nonverbal, brooding, elegiac mood," Lee says. "The sort of hidden agenda, which is fear and violence, that was all pretty much carried by Ennis, not Jack."

The role of Ennis was clearly one Ledger was waiting for. A native of Perth, Australia, the 26-year-old has had a lot of success, but it's mostly been as a decorative element in such airy Hollywood fare as "10 Things I Hate About You" (1999), "A Knight's Tale" (2001) and "The Four Feathers" (2002).

He has tried to rough up his image with supporting roles in more serious films, such as "The Patriot" (2000) and "Monster's Ball" (2001). None of these experiences has been satisfactory, however.

"I generally haven't been happy with anything I've done," he says. "I've really bored myself choice-wise and performance-wise. I feel like I didn't deserve the position I was in. And I wasn't ready, either. My performances weren't very good, and I knew it. I wasn't taking it very seriously."

It's pretty clear that he feels "Casanova" is more like his pre-"Brokeback" films. He plays the 18th-century Venetian adventurer, who falls in love with the one woman (played by Sienna Miller) who won't have him. Ledger describes it as a movie "that does its job, it serves its purpose. It's definitely entertaining and lighthearted. It was never trying to be anything more than that." He took the project, he says, to enjoy Venice, where it was shot, and to "unwind from 'Brokeback Mountain.'"

Two people who thought Ledger was better than the films he'd been in were novelist Larry McMurtry and his writing partner, Diana Ossana, who adapted Annie Proulx's short story "Brokeback Mountain" seven years ago and had been shopping it around. They believe one of the obstacles to getting the film made was talent agents' unwillingness to let their clients play either of the two leads, thinking it would ruin their careers. Ledger not only wanted to do it, he agreed to do it without having met Lee. But Lee apparently felt the same way about Ledger that Ossana and McMurtry did.

Ledger says he based his tight-lipped portrayal of Ennis on what the script gave him. He'd also known a few cowboys from his upbringing in western Australia.

"My preparation was really figuring out what Ennis was battling," he says. "Like why did he have this inability to express and love? The conclusion I drew was that he was battling his genetic structure. He was battling the traditions and fears that had been instilled in him by his father and the generations before him."

This attitude informed his approach to the sex scenes, which are not nearly as graphic as the early publicity made them out to be. For Ennis and Jack's first encounter, which happens in close quarters in a tent, "I wanted it to be a fight," Ledger says. "I wanted Ennis to be wrestling with the idea. I wanted him to be on the verge of beating Jack up. He doesn't know what to do. And then when it happened I wanted it to just snap and be quick. His instincts, his passion take over. I wanted it to be explosive."

Lee says, "I remember shooting that tent scene and thinking, 'Gee, the actors are pretty brave.' Not in terms of embracing characters who are gay and have to do a sex scene, but in the way they make it so devoted, so believable: their faces and their body language, their passion and confusion. I see very private moments. To me, that's very exciting."

Ledger says that he and Gyllenhaal didn't talk much about this or anything else, which is in keeping with their characters. In fact, he says he shut down during the shoot to play Ennis - on the set, that is. Off the set, he was falling in love with co-star Williams.

After the movie wrapped, Ledger left Ennis behind and took Williams to the Venice shoot of "Casanova." She also visited his parents in Australia. Now they're settling part of the year in Brooklyn, because that's where she has been living, and part in Sydney.

He plans to alternate projects with her so that both aren't working at the same time. And though he's clearly exhausted, fatherhood hasn't left him as sleep-deprived as he thought he'd be. The weird hours an actor keeps have prepared him for it.

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