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With all of Hollywood wondering how much celebration is appropriate, the inaugural the Night Before bash Saturday seemed to answer the question: If it’s for a good cause, enjoy yourself.

Nearly $2.5 million was raised for the Motion Picture & Television Fund as a jaw-dropping roster of guests walked on water — literally. For the first time ever, the Beverly Hills Hotel covered its famed pool for a tented gathering. The dress was casual, the food was eclectic (ranging from sushi to hot dogs to gourmet Indian), and the mood was positive.

Though war was not far from anyone’s minds and anxiety over the Sunday night Oscars may have weighed on people’s minds, there was little evidence of tension as guests noshed and schmoozed.

You want A-list names? Let’s put it this way: About the only film-biz VIP who wasn’t there was Roman Polanski.

Look at the photos on these pages. Other guests included Ben Affleck, Michael Caine, Geena Davis, Leonardo DiCaprio, Calista Flockhart, Harrison Ford, Brendan Fraser, Richard Gere, Tom Hanks, Daryl Hannah, Sean Hayes, Kate Hudson, Diane Lane, Jennifer Love Hewitt, Jennifer Lopez, William H. Macy, Tobey Maguire, Eric McCormack, Debra Messing, Julianne Moore, Mike Myers, Priscilla Presley, John C. Reilly, David Schwimmer, Sylvester Stallone, Christopher Walken, Rita Wilson, and from the exec side, Jeff Blake, Jim Gianopulos, Frank Mancuso, Chris McGurk, Les Moonves, Tom Rothman, Tom Sherak, Harvey Weinstein and Alex Yemenidjian.

No press were allowed inside the party, and there were no roaming photographers, which helped the relaxed atmosphere.

The pool itself was covered with boards and tented so that guests could relax on couches or eat at tables. The tented area was surrounded by booths, offering everything from gum to root beer floats to Reebok shoes. The new Marx Bros. — Andy and Steve — provided the sounds of smooth jazz.

Concept for the evening started from discussions among Ken Scherer, CEO of the MPTF Foundation; Jeffrey Katzenberg, chairman of the Motion Picture & Television Fund Foundation; and Variety’s editor-in-chief Peter Bart and publisher Charlie Koones. Sponsors of the event were Coca-Cola, Hewlett Packard, Reebok and Wrigley’s, as well as Variety.

Scherer anticipates the MPTF’s social services — offered through Bob Hope Health Center in Hollywood, the Woodland Hills Health Center and the Toluca Lake Health Center in Burbank — will aid 17,000 people in 2003 with clinical services, temporary emergency financial assistance, community information and referral, residency application assistance, hospital discharge planning and outpatient services arrangements and geriatric social work services.

Photographic services generously donated by Getty Images. Shot exclusively by Frank Micelotta and Kevin Winter.