Carol Anne and her "friends" are back!

The young heroine of "Poltergeist" and "Poltergeist II: The Other Side" once again faces the terrifying forces from beyond, and this time they're more ferocious than ever.

Everything seems to be going well for her, now that she's living in Chicago with her Uncle Bruce, Aunt Pat and cousin Donna. But today, at school, something happened. During her session with Dr. Seaton, a therapist who is seeking an answer to the riddle of her past experiences, she became mesmerized by the mirror behind him.

That night, while at home alone, she sees a movement at the window, reflected in her own mirror.

Nothing is out there. So Carol Anne turns to the mirror, presses her hands against the glass, stares at her own image. Suddenly, skeletal-like hands burst out through the mirror and snatch her wrists. She screams, staring into the face of her own reflected image. It is her face, but grotesque in its malevolent evil...

They're back!

Metro-Goldwyn-Mayer Pictures, Inc. presents a Gary Sherman Film, "Poltergeist III," starring Tom Skerritt, Nancy Allen, Heather O'Rourke and Zelda Rubinstein. Directed by Gary Sherman and produced by Barry Bernardi from an original screenplay by Sherman and Brian Taggert, the film utilizes the special effects make-up expertise of Dick Smith. Cinematography is by Alex Nepomniaschy, music is by Joe Renzetti.

In "Poltergeist III," the character of Kane is played by Nathan Davis, replacing the late Julian Beck, who originated the role in the second of the "Poltergeist" films. Others in the cast include Lara Flynn Boyle, Kip Wentz and Richard Fire.

"The 'Poltergeist' movies are not really based on blood and gore," states director Sherman. "They're based more on the fear of the unknown and the whole concept of death and afterlife. And they're a little more than mystical; they're a little more ethereal than a horror movie. What's evolved from the first two films is that the one character, Kane, who is the leader of the poltergeists, was insane in life and, in death, his insanity has grown to become a beast."

Zelda Rubinstein, who starred in the first two "Poltergeist" films, finds merit in the entire concept behind them. "I have always felt that there were phenomena that we don't understand. I think there probably are poltergeists, ghosts, things that go bump in the night." Co-star Nancy Allen agrees. "I believe in poltergeists, too," she says simply.

Whether believers or nonbelievers, all of the actors in "Poltergeist III" had to behave as though they were caught up in the nightmare events taking place around them.

"You can't be an actor if you can't pretend," says Rubinstein. "It is basically suspending your own disbelief while performing, to allow something to exist that may not be there at the present moment.."

The movie was filmed entirely in Chicago, which is director Sherman's hometown. When he and Brian Taggert were given the assignment to write "Poltergeist III," they decided to set the new story in an urban setting, where big buildings were the norm. Sherman's familiarity with Chicago made it a perfect choice.

"The original film had been suburban, the second was rural," says Sherman. "So I thought it would be really interesting to do 'Poltergeist III' as a totally urban story, to do a ghost film in a highly-congested metropolitan area. I pictured a high-rise building, and I guess that five or ten of the tallest buildings in the world are in Chicago."

"We have set the film in a building that's 1O2 stories high -- that's six stories of retail stores and seven stories of garages, then 30 stories of offices, two stories of condominium common area with a swimming pool, health club and a supermarket. Then, above that, up into the nineties, there are apartments. Above those is a restaurant and an observatory and radio stations. On top of it all is the mechanics for the building -- on the 98th and 99th floors. Above all that is the window-washing rig, which is like a huge railroad train that runs all the way around the outside of the building and drops a board which goes all the way down to the sixth floor."

A multi-purpose steel and glass edifice located in the heart of the city's near north side was used for the actual filming of "Poltergeist III." The "George Wellington Streeter Center" serves as the home of Bruce and Patricia Gardner (Tom Skerritt and Nancy Allen), who work and reside in the combination office and apartment complex. He is the general manager of the building and she owns one of the fashionable art galleries housed there.

"You get a very urban feeling in this film and a feeling for all the things that are frightening about a high-rise building -- the elevators, the stairways, the height, the roof. All of that is very much involved in the fright, in the fear that we establish during the picture, and which makes it exciting and scary."

"One of the things I think is very special about this film," adds Sherman, a former teacher of animation and optical effects at the Illinois Institute of Technology, "is that the special effects are all live." All optical effects were done on the spot, aided by the expert use of glass, mirrors and camera lenses. Says he, 'It's all just a matter of reflecting and refracting light. As you do that, it changes the light and therefore changes the image that is coming through the glass and/or mirror."

"We're using many different kinds of mirrors," he adds. "Front surface, rear surface, plastic mirrors, mirrors with different densities, minors that reflect and absorb different amounts of light."

"Then there is the angle that the camera is placed to get an effect," he continues. "Angles will give you different mirror images. We also built rooms with mirror images. What is on one side is mirror-imaged exactly on the other side. Our actors were trained by a mime to react exactly as their mirror image does. The opticals were accomplished in the camera, not in a laboratory," Sherman concludes.

"Poltergeist III" will be released in the United States and Canada by MGM/UA Distribution Co. and by MGM/UA Communications Co. through United International Pictures in the rest of the world.