"Romeo and Juliet" has been reworked for a new feature film in which Shakespeare's stirring prose, not to mention the basic ins and outs of acting, is wasted on 108 of its actors.

However, Armando Acosta isn't complaining. The expatriate American is directing over 108 cats and a lone human, British actor John Hurt, in an updated version of the classic love story of a couple torn by feuding families."Romeo and Juliet," Acosta's first feature film, takes the unusual cast from Cologne to Ghent to Venice and ultimately to New York. All dialogue between the cats will be voiced-over by such actors as Rex Harrison, Vanessa Redgrave and David Bowie.

"The cats won't mouth-move," said Acosta.

"There is a close line to the original," he said in an interview on the set as he petted Maria, a white Angora, who plays Juliet.

Shakespeare, of course, did not write his play for felines, nor for a New York setting nor a transvestite tramp, played by Hurt. But then Shakespeare was not the only one to lose something on the way to Acosta's "Romeo and Juliet."

His Romeo, the ultimate romantic, is played by Daddy, a gray Persian who was neutered before his first scene. It was a fate that befell all other tomcats in a bid to prevent chaos on the set.

Acosta's film, scheduled for release in 1989, depicts the travails of a "Venetian kind of class quality cat and the New York street quality cat," said Acosta.

To get the Venetian clan to the new world, Acosta relies on Hurt, who plays a Venetian "bag lady" devoted to her cats, who are threatened with extinction in Venice. They are saved by Hurt who freights them off to New York, where they end up feuding with the local felines.

"It is a very unique idea," said Hurt, decked out in rags and a wig, during a break in shooting on the gothic canals of Ghent.

Acosta's adopted hometown was chosen for some Venice canal scenes for logistical reasons.

Changing his sex for a role is not all that unusual a challenge for Hurt. In the "The Elephant Man" he won critical acclaim for his portrayal of John Merrick, a 19th century Englishman who was stricken with a disfiguring disease which left him barely recognizable.

Choosing a male for a woman's role is "to keep this strange and bizarre quality about the movie," said Acosta.

He hopes the scenes of cats on dark canals, massive car junk yards, Coney Island hot dog stands and spooky, deserted service tunnels will similarly add to the film's "bizarre" atmosphere.

"We do very little rehearsing. Spontaneity is the beauty," he said, in contrast to the "phony animal movies where you can see they are performing in a forced way."

But relying on chance requires filming hundreds of hours of footage which takes a healthy bite out of the film's $3 million to $5 million budget.

"It will be a monumental editing task," he said.

A key scenic shot, he said, will be 108 cats crossing Ghent's St Micheal's Bridge at dawn against a backdrop of gothic scenery. How it will look on the screen will depend on the mood of the cats, whether they cross in a bunch, a trickle or whatever, said Acosta.

Caring for his stars is no mean task, he said. "They need vast quantities of food, vast quantities of work, vast quantities of love."

The extras have been lodged in a vacant discotheque in this west Belgian city. During shooting at Cologne, they stayed at a circus warehouse. All cats went through a fortnight of quarantine before being allowed on the set.

While on the road, the cats travel with the production team and stay in the same hotels. Acosta shares his room with Maria, who is fussy about her diet. She likes chicken, "but only the breast," he said.

During shooting, huge nets are cast around the scenes to avoid any of the actors and actresses from wandering off to check out the locals.

Making "Romeo and Juliet" has been a passion for Acosta for over two decades. After working with such directors as John Huston and Blake Edwards, "Romeo and Juliet" is his first feature film.

Once the film has been cut to two hours, Soviet composer Sergei Prokofiev's version of "Romeo and Juliet" will be added. The script has been adapted by British Shakespearean actor Victor Spinetti.

The difficulty with the script, Spinetti said, was blending such things as cats and cars with Shakespeare's classic verse.

"Some cats talk about cars so you have to try to get this into the script without the audience jolting out of their seats. Of course, you cannot rewrite something like the balcony scene," he said.

In the end, said Acosta, the play remains "a simple old-fashioned love story. And, yes, she does die at the end, if you want to know."