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Panic Room locked up second place with $11.3 million. The Sweetest Thing kicked off third with a tasty $10 million.

Ice Age was barely thawing in fourth place with $8.7 million. The Rookie was a hard running fifth with $8.1 million. Frailty, the weekend's other wide opening, tied for eighth with a frail $4.2 million.

With little excitement in the marketplace, key films--those grossing $500,000 or more--tumbled from their recent summer-like levels. This weekend's $92 million total was down about 13 percent from the previous weekend's $105.5 million. Business was up nearly 8 percent from last year's $85.3 million for what was Easter Weekend 2001.

THE TOP TEN

Paramount's R rated road rage drama Changing Lanes found first place parking, pushing the April box office speed limit with an ESTIMATED $17.55 million at 2,613 theaters ($6,716 per theater).

Changing Lanes' average per theater was the highest for any film playing in wide release this weekend.

Directed by Roger Michell, it stars Ben Affleck and Samuel L. Jackson.

"We're very happy," Paramount distribution president Wayne Lewellen said Sunday morning. "It's on the high end of what we thought it would be. We were looking at $15-18 million."

Lewellen pointed out that Changing Lanes' opening is one of the best ever for an April arrival. "In the month of April, the largest opening ever was Life, which opened in '99 (the weekend of Apr. 16-18) to $20.4 million," he said. "Then you had Lost In Space at $20.1 million, Entrapment at $20.1 million, U-571 at $19.6 million, Indecent Proposal at $18.3 million and then this one at $17.6 million. So April is not a booming month (for openings)."

Looking at Changing Lanes' opening, Lewellen noted, "It's actually performed the way the research said (it would). It played across pretty much all demos equally. That is, it showed relatively the same interest and first choice across the board--a little stronger in older female (over 25). And that's pretty what we got. It had a very strong African-American attendance."

Columbia's R rated thriller Panic Room was still putting up strong resistance in its third week, down one peg to second place with an ESTIMATED $11.3 million (-38%) at 3,119 theaters (+66 theaters; $3,623 per theater). Its cume is approximately $74.1 million, heading for $100 million in domestic theaters.

Directed by David Fincher, it stars Jodie Foster.

"A less than 40 percent drop two weeks in a row for this wide a run and at this nice high level is certainly a sign of continued strength that we hope will get us to $100 million," Sony Pictures Entertainment worldwide marketing & distribution president Jeff Blake said Sunday morning.

Sony also launched its first international openings for Panic Room this weekend to impressive results. "It was sensational," Blake noted. "We were number one in eight out of eight openings."

Panic Room took hold in Australia, Spain, Taiwan, Hong Kong, Holland and in Scandinavia (Sweden, Denmark and Finland).

"It opened this weekend to really tremendous results. We obviously beat all comers in all markets. The markets will continue to roll out with Japan opening this week and the U.K. opening the first week in May."

Focusing on the impact internationally of a strong domestic opening such as Panic Room had when it kicked off to $30.1 million in late March, Blake observed, "I happened to be traveling (abroad) for the last two weeks and every market I went to was aware of the great results out of the U.S. It certainly seeps into both the public consciousness and the exhibitor consciousness all over the world."