MOVIES : Acting as Fast as She Can : Winona Ryder stars in two movies opening this season, but the question is: Will she regret dropping out of ‘Godfather III’?

“How far should I go?” Winona Ryder asked Richard Benjamin, director of “Mermaids.”

“You’re 15, crazy about him, thinking outrageous thoughts . . . ,” he suggested, letting the film roll as Ryder fell onto her love interest (Michael Schoeffling) and--behind his back but in plain view of the camera--gave the actor’s jacket a surreptitious lick.

That touch is one of the more inspired in the film, a coming-of-age drama opening Friday in which Ryder plays the religious daughter of a promiscuous mom, played by Cher.

“Winona’s sensors are so good that I use her as litmus paper,” says Benjamin. “If the words don’t come out right, I change the approach. She’s incapable of faking and is full of little gifts. That moment could only come from a wild, lusting, teen brain.”

Movie audiences can see more of Ryder’s gifts, more facets of that much-vaunted 19-year-old brain in the modern-day fable “Edward Scissorhands,” which opened this weekend. This time Ryder is decked out in a blonde wig as Kim, a cheerleader whose initial skepticism toward Edward--the unfinished creation of a scientist who left him with scissors for hands--blossoms into romance. The movie reunites the actress with director Tim Burton, for whom she played the Edward Gorey-esque Lydia in the 1988 sleeper-hit “Beetlejuice,” and pairs her for the first time with her real-life fiance, Johnny Depp (of TV’s “21 Jump Street”), who plays the title role.

Ryder, small-boned and finely chiseled, arrives for lunch sporting a tailored vanilla pants suit and tennis shoes. Short dark hair classically cut, a touch of red lipstick highlighting her Cashmere Bouquet complexion, the actress looks less like a Hollywood star-in-the-making than a student arriving for a college interview. There’s a radiance about her that reminds Tim Bur

ton of the “timeless old movie stars,” an innocence and fragility at odds with the force she’s reported to be.

“Winona has an honesty, an integrity which I respect,” says Burton. “No matter what, she follows her own drummer. She’s also canny about things. She knows a lot more than she lets on.” Patrick Palmer, the line producer of “Mermaids,” agrees: “The adult side of her is very clear, with very strong opinions. Like Cher, she’s very calculating in that she knows what is good for her--and does what is best for herself in the long run.”

In the case of “Scissorhands,” Ryder--tired of the pressures of “carrying” a film--consciously took on a less prominent role than she had in previous movies: “Lucas” (her first movie, shot during her eighth-grade summer

vacation), “Square Dance” (in which the 14-year-old Ryder gave Jason Robards and Jane Alexander a run for their money); the controversial, morally ambiguous “Heathers” (in which she took high school high jinks to new heights) and, more recently, “Welcome Back, Roxy Carmichael” (disappointing both personally and commercially).

“Scissorhands” proved to be a much happier experience but presented its own particular challenges. “It would have been easier to hate her character because of the negative way she treated Edward at first,” says Depp. “Winona walked a fine line. She played it so that the audience knows that her’s was the only honest reaction--that everyone else was treating him like a toy.”

“The story is a great combination of the mythic and the human,” says Ryder, a spark lighting up her brown doe-eyes. (“You could dive into them and never leave,” says a clearly smitten Depp). “ ‘Edward Scissorhands’ is a beautiful, Gothic, romantic story with a lot of real-life feeling. Edward expresses the negative self-image possessed by so many--especially in adolescence. The desperate feeling that everything you do is wrong, everything you touch you destroy.”

Burton says that her cheerleader role was the toughest Ryder has yet tackled--a marked contrast to her trademark teen-in-torment roles. (Cher jokingly suggested that Ryder name her production company Teen Angst.) Alien turf for someone who had never “done the high school thing” . . . or even gone to a prom.

“The part wasn’t Shakespeare or Joan of Arc, but a definite stretch for someone who instinctively moves closer to the dark than the light,” Burton observes. “Winona felt very uncomfortable in her clothes. She had a real identity crisis, but still exhibited a real power and total believability. That’s what I counted on. Just like in ‘Beetlejuice,’ I needed somebody to ground the movie so it wouldn’t spring off into the stratosphere.”

Ryder’s own childhood was, in fact, the polar opposite of the pastel-colored tract houses and suburban mores depicted in “Scissorhands.” Moving to San Francisco from Winona, Minn., (for which she was named) while still an infant, she was one of four children reared by progressive, socially conscious parents. For a year, they all shared a

300-acre plot with seven other families in the northern California town of Elk before moving to Petaluma where her family still lives. Imagination flourished in the absence of television. Eminences such as poet Allen Ginsberg drifted in and out.

Her father, Michael Horowitz, a San Francisco bookstore owner specializing in ‘60s fare, served as archivist to Timothy Leary (Winona’s godfather). Mother Cindy, who makes educational videos, once converted a barn into a movie house where young Winona and the locals soaked up old films. “Winona has references beyond her years,” notes director Benjamin. “She’ll be bopping along and will suddenly observe that that’s how Myrna Loy turned around in ‘The Best Years of Our Lives.’ ”

A voracious reader and a straight-A student, Ryder sprinkles her conversation with allusions to Gore Vidal, Louisa May Alcott and George Orwell (not just “1984,” but “Down and Out in Paris and London”). J.D. Salinger is her patron saint, “Catcher in the Rye” her bible--a book she’s read, she swears, a couple of hundred times.

At the age of 13, Ryder enrolled in acting classes in San Francisco’s prestigious American Conservatory Theater. She lost out on a part in the film “Desert Bloom” to Annabeth Gish, but the impressed casting agent sent her tape to Triad Artists, which agreed to represent her. A substantial role in “Lucas” soon followed and the offers have been coming in ever since. “I never had to do the Hollywood thing--to move to L.A., to do commercials or sitcoms,” Ryder notes. “That probably pisses people off. But I’ve worked really hard. I’m not going to apologize for not struggling.”

Ryder describes herself as “obsessive,” someone who experiences things intensely for awhile before latching on to her next fixation. “I’m moody that way,” she says. “I need to keep changing and consuming in order to stay happy.”

Acting, however, took hold for good, becoming an all-consuming passion. “Sometimes I think it’s an outlet, sometimes the opposite,” she says. “It fills me up and I don’t know where to put it. I guess I sweat it out in my sleep or something. It’s great concentrating so hard you feel your brain will explode. When I’m acting well, it’s the most exhilarating experience. When I’m bad, it’s miserable. I feel like I’m lying to people . . . and that I have to finish lying so that I--and they--can go home. I feel like I’m gypping people, wasting their time.”

That’s a rare occurrence according, to colleagues. By all accounts, she’s a natural. No talking to herself. No breathing exercises or transcendental meditation. “Winona and I have the same acting style,” observes Cher. “There’s a sparseness to it and she prepares very little. She just goes out and does. Having so little life experience can be a blessing.” Music, a central ingredient in Ryder’s life, helps put her in the mood. For her dramatic role in “Beetlejuice,” it was opera; for the ethereal “Scissorhands,” the Cocteau Twins.

On “Mermaids,” the Replacements’ “Sixteen Blue” brought her back to the insecurities of that age. Before playing Charlotte, a Jewish teen going through a Catholic phase, Ryder read up on the saints, wore a cross and tried to pray, though she didn’t know how.

She also got in touch with the character’s desperation--her struggle with her burgeoning sexuality and her fear of turning into her racy, off-the-wall mother, Mrs. Flax (whose idea of a home-cooked meal is “finger foods”). “They loved each other in spite of it all,” observes Ryder. “It’s hard being a mother, hard being a daughter . . . and it doesn’t come with a book of instructions.”

The shoot, it turned out, proved to be a baptism by fire. Director No. 1 Lasse Hallstrom (“My Life as a Dog”) was banished when he determined to have the character of Charlotte’s younger sister (Christina Ricci) commit suicide--a plot twist deemed far-fetched by Cher. Frank Oz (“Little Shop of Horrors”), director No. 2, tried to turn the drama into “Greek tragedy,” says Cher, devoid of irony and comedy. Emily Lloyd, initially lined up for the role of Charlotte, was replaced by Ryder, who, according to Cher, was considered a better genetic fit.

“Noni and I had some catastrophic days and we cried a lot,” Cher says. “Both of us were insecure being told that our instincts weren’t on target. Noni was battling insomnia and chewing her nails up to her elbow. If I wasn’t so strong and she so trusting we would never have gotten through it. I literally took her by the hand and said ‘jump’--and she did. We were like sisters. We lived together, hung out a lot, and got a lot of strength from each other.” Depp, who visited the set intermittently, remembers it well. “There were a lot of long-distance phone calls,” he says. “A lot of Ma Bell. Cher was a real rock for Winona, a pretty tough lady. I wouldn’t want to go rounds with her.”

Though Ryder downplays her role in the turmoil, producer Patrick Palmer does not. “Winona led to Frank’s leaving as much as Cher did,” he states, referring to Oz’s dismissal. “I was surprised she articulated things so well.” The arrival of Richard Benjamin improved things considerably, but the shoot still proved to be an ordeal. It was the coldest December ever recorded in Boston and the 12- and 14-hour workdays didn’t help. Ryder, prone to anemia, was so wiped out, recalls Palmer, that the production was postponed a week to let her regroup.

Shooting the crucial sex scene proved embarrassing for Ryder--”I was ready to pull out an ax and hack people if they looked at me funny.” Recording the movie’s voice-over was another thorn in her side. “I’m used to being told what to say, but not what to think . . . that’s usually left up to me.” Still she says, she’s basically pleased with the film. “It has a lot of heart, I think.”

It was Ryder’s next project, “The Godfather, Part III,” that pushed her over the top. Mere mention of the film causes her to shut her eyes in pain. She had the role of a lifetime: playing Al Pacino’s daughter in Francis Ford Coppola’s sequel to two movies that had each won the best-picture Oscar. And Ryder backed out (to be replaced by Coppola’s daughter, Sofia). There was talk of a nervous breakdown, rumors of pregnancy. Some say she had doubts about the role and, after working almost a year nonstop, just wanted some balance back in her life.

Not so, says a plainly wounded Ryder. “The whole thing has been blown out of proportion,” she claims. “I’d done three films in a row: ‘Great Balls of Fire,’ ‘. . . Roxy Carmichael’ and ‘Mermaids.’ Right after (“Mermaids”) wrapped, I flew to Rome with a terrible upper-respiratory infection and a 104-degree fever. I literally couldn’t move. The studio doctor told me to go home, said I was too sick to work. It wasn’t my choice. It was out of my hands. Sure it’s disappointing, devastating in fact. I wish it didn’t happen . . . but it did.”

“Mermaids” producer Palmer recalls advising Ryder to go ahead with the project, arguing that it was an American classic she shouldn’t throw away. Her agent called her father, predicting that, if she jumped ship, she’d never work again. (Ryder now has a different agent.) Cher, however, took her side, maintaining that Coppola would understand. “Noni was fried, really fried,” she says. “She’s not a flake, but you can’t wring out a wet rag. She’s just a little girl . . . not a superwoman. And you can’t start a film on ‘empty.’ ”

The tabloids and gossip columnists smelled blood--one aspect of fame, says Ryder, that she still finds bothersome. “When I was young, I was the sweetheart of the press,” says this veteran of nine Hollywood films. “They loved me, but were kind of waiting for me to mess up. I had no skeletons in my closet, no major past to talk about. I wasn’t with anyone and didn’t fall into that Drew Barrymore drug syndrome. Then I became engaged to Johnny and it’s been bad ever since. Our relationship, fortunately, is a pretty solid one. If it was shaky, we’d be screwed. Michelle Pfeiffer said in an interview that she acts for free, but demands huge amounts of money for having to live in the public eye. She hit it on the head.”

Ryder bristles when asked about her two-year relationship with the 27-year-old Depp and the significance of that diamond on her left hand. “I get very protective because people try to categorize it. They see us as young actors doing that Hollywood-type thing. I hate labels. Johnny’s my friend. We are in love. We’re ‘engaged’ . . . but it’s deeper than that. He’s part of me, important to me right now.”

The two of them split their time between San Francisco--Ryder’s favorite city (“What other one would name a street after Jack Kerouac?”)--a loft in New York and a new home she just purchased in Beverly Hills. Work, for the moment, has been put on hold so she can read, write (she keeps a journal and has written a screenplay) and relax with Depp.

“There’s a fine line between the excitement of doing some good work and taking care not to destroy yourself,” says director Burton. “Winona is smart. Winona is sensitive. She knows she has to protect herself more and take it a little easier. She realizes she’s been pushing too hard.”

Come January, however, Ryder will plunge in again, putting in a couple of weeks as a taxi driver in a movie by Jim Jarmusch (“Down by Law”). Though there are no plans beyond that, those around her doubt she has much to worry about. “Unlike Molly Ringwald, I don’t think she’ll have trouble making the transition to romantic roles,” says Palmer. “She’s sexual in her own way and can move right on to those Julia Roberts parts.”

Depp foresees even greater things. “Winona may be the Lillian Gish of the next century,” he gushes. “I see her in 2040 still doing movies. She’s got that much time and energy left . . . and it’s hard to calm her down when she likes something.”