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Over the last few years, Fox Broadcasting turned around one too many exploitation movies. Critics panned the network's tawdry flicks on the Menendez brothers, O.J. Simpson, Roseanne, Madonna and Woody Allen and Mia Farrow. Audiences also gave the movies-of-the-week a thumbs down.

This season, though, Fox's MOW's are going through a major makeover. Exploitation is out. Quality and diversity are in. On Halloween, Fox aired the family comedy "Here Come the Munsters," and last week the network offered 'The Invaders," a four-hour sci-fi thriller based on the '60s series.

But the crowning move in Fox's transition is linking up with Hallmark Entertainment to produce a series of movies for the network. "Blue River," the first of the planned productions, premieres Tuesday.

Based on a novel by Ethan Canin (author of the short-story anthology "Emperor of the Air"), the disturbing drama stars Jerry O'Connell (of Fox's "Sliders") and Nick Stahl ("The Man Without a Face") as two teen-age brothers who are driven apart as a result of a series of mysterious fires that strike their Wisconsin hometown. Susan Dey and Sam Elliott also star.

"It's been really a great time for us," says Trevor Walton, senior vice president, movie acquisitions, for Fox Broadcasting. "It has been wonderful to do a range of films. To go from 'The Munsters' to 'The Invaders' to an Ethan Canin novel. ... To me, that's just bliss."

Walton previously worked at CBS with current Fox Entertainment Group president John Matoian, developing such acclaimed "Hallmark Hall of Fame" productions as "To Dance With the White Dog" and "Breathing Lessons."

"When John and myself joined Fox, we had the opportunity to continue the relationship with Hallmark, which had been so productive over the years," Walton says.

Hallmark Entertainment also was interested in courting Fox's coveted younger demographics. "We want to reach a little younger audience than we do with the 'Hallmark Hall of Fames'," says executive producer Robert Halmi Jr. "We are still going for women 18-49, but the 'Hall of Fame' is really 18-54. We wanted to see if we could get the lower end of the 18-49 audience. Fox allows us to do that. Plus, working with John and Trevor is great. We knew we wouldn't have to compromise any areas of the dramatic side."

Eventually, Hallmark will air one film a month on Fox. Several projects are currently in development. "We are racing to get them done," Walton says. "As is always the case with these things, it's a big task getting this department turned around anyway. And with all the Hallmarks coming on board, we have been really heavy in development."

Fox's Hallmark films will be edgier than the more mainstream "Hall of Fame" presentations. "What we wanted to do with Fox is to ... make them a little bit more family in crisis," Walton explains, "and explore other areas that hadn't been explored before. So I think you will see edgier, slightly more controversial material from the Hallmark-Fox combination."

Now filming is Tim O'Brien's National Book Award winner "In the Lake of the Woods," which will air sometime next year.

"Boy, that's a great project," Halmi says. "It's a great story about a politician who is on a high in his political career. He's running to be reelected. Something is revealed about his activities during the Vietnam War and immediately he's out of the running. He goes with his wife to this lake to reflect on his life. He wakes up in the morning and his wife is gone. We have a great cast--Peter Strauss and Kathleen Quinlan."

Most of the productions, Halmi says, will be adaptations of books and plays. However, Walton adds, some originals will be thrown into the mix.

Says Walton: "I think Hallmark has a very good relationship with the publishing world. They get a lot of access to books. Ethan Canin and Tim O'Brien are two examples of people who are wonderful writers who have such an insight into the human condition. I think they are very compelling and, therefore, very good for television because they are actually about something. They are about the human condition."

As for the casting, "we are mixing and matching," Halmi says. "We are trying to make sure we have somebody a Fox audience will recognize, but we always want to anchor it with some well-known universal names, like Peter Strauss and Sam Elliott."

"I always want to get the right person for the role," Walton adds. "I would like a wider range of people to say, 'I like that actor. He always does interesting things. I wouldn't normally have gone to Fox, but I like these actors and with Hallmark. ...' "

"Hallmark Entertainment Presents: Blue River" airs Tuesday at 8 p.m. on Fox.

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