y 1976, Francis Ford Coppola had made the two parts of "The Godfather" and "The Conversation." He had won the Oscar for best picture twice and for best director once and, in 1974, he had had two films — "The Godfather Part II" and "The Conversation" — nominated for best picture. It was easy to think that he had made it in every way: whether he did something large, grand and public, or something small, private and artistic, he was a champion. He was very rich, still young, and he had become a kind of god in the San Francisco area. In an age crowded with film students, his protégé George Lucas had already made "American Graffiti" and was off to England to shoot a thing called "Star Wars."

Then something intervened. A time of war, hell and disaster; a time of madness. It was a kind of irony, Mr. Coppola reckoned, that Mr. Lucas had been in on it from the beginning, the late 1960's, when the Vietnam War had seemed out of control and a whole gang of them had been in Los Angeles, former students at U.C.L.A. or U.S.C. It was then that George Lucas and John Milius had started talking about a Vietnam picture. Mr. Milius, who loved heroes, guns, the military and great stories involving all of them, had wanted to tell a strong story about the ordinary American soldier in Vietnam. And he'd seen the 1902 Joseph Conrad novella "The Heart of Darkness" as a model — how a man named Marlow goes up a dark river in the Congo to find a trader named Kurtz, who has gone mad and become like a rogue emperor.

Mr. Milius would, he said later, work on the project longer than anyone. His story became that of Willard, a young officer, sent upriver in Vietnam to find and eliminate — "to terminate with prejudice" — the brilliant but mad Colonel Kurtz, who has set up his own kingdom. George Lucas was going to direct, at first. But there was a falling out between Mr. Lucas and Mr. Coppola. The protégé thought he was being patronized. So he elected to try "Star Wars" instead. There was a hunt for other directors, but somehow the project had fallen to Mr. Coppola. His wife, Eleanor, marveled that once upon a time he had said that the Vietnam film would be such fun after the stress and intrigue of the "Godfather" movies. It would be a picnic. So they went to the Philippines.

Two years later, in April 1978, the Coppolas were living a steady hell, hardly noticing the beauty around their home in Rutherford, Calif., in the Napa Valley. On the 13th, Mr. Coppola's 39th birthday, she found a loving card from another woman in his life. A few days earlier, her husband had told Ms. Coppola that he felt paralyzed. She was asking him to sort out their marriage and their life. United Artists was saying hurry up, finish the film, it's costing us too much. But Mr. Coppola admitted to his wife that he couldn't find an answer or an ending — the more he reached out, the more it receded. "Working on the ending," he said, "is like trying to crawl up glass by your fingernails."

The film was "Apocalypse Now," though some mocking articles had already called it "Apocalypse Never." No one was used to a film needing so much time, or being so endlessly talked about. It was back in November 1975, after all, that Steve McQueen had said that the role of Willard wasn't really right for him. Marlon Brando had declared that he had no interest in playing the small role of Kurtz. So they offered the part to McQueen, but he said he wanted $3 million. That was a deal they had to refuse. Willard was proposed to Al Pacino, James Caan, Jack Nicholson, Robert Redford.

By March 1976, when the Coppola family went to the Philippines for what was meant to be a relaxed, five-month shoot, Harvey Keitel was Willard and Mr. Brando had yielded to Kurtz. The film was budgeted at about $13 million — "The Godfather" had cost $6 million only four years earlier. But this time, Mr. Coppola was raising the money himself. He would own the picture. Mr. Brando was to get $1 million up front, $250,000 a week if his schedule ran over, and 11.3 percent of the gross receipts once they passed $8.85 million.

MAYBE it's only when you own a picture yourself that the troubles really pile up — or maybe it's the gods deciding you've done well enough already and designing a continent ready to trap rash Americans, but there was a devastating typhoon that destroyed sets. Mr. Keitel was replaced, not because he wasn't a good actor but because he had been miscast (no matter that he'd been a marine). Martin Sheen came on board, and worked so hard he had a heart attack. As for Mr. Coppola, he lost his way somehow — he ran into a heart of darkness in his own project. As the story became a metaphor for everything, for America and himself, he lost control. He wasn't sure what the story meant or how it should end. He became involved with other women. He began to use drugs. The crisis grew and spread. Five months turned into 238 days, and $13 million had become $30 million, much of it borrowed from United Artists, which felt bound to back up its initial gamble. (The studio had bought the United States distribution rights.) So Mr. Coppola owned not quite the movie but its huge debt.

On May 21, 1979, though still described as a work in progress, the movie had its premiere at the Cannes International Film Festival. At the news conference, Mr. Coppola issued a statement: "Apocalypse Now" was not "about" Vietnam.

"It is Vietnam," he said. "And the way we made it was very much like the way the Americans were in Vietnam. We were in the jungle, we had access to too much money, too much equipment, and little by little we went insane."

It was a bold (or desperate) admission that seemed to echo the foreboding in the American press commentaries that Mr. Coppola had attacked at Cannes. Several writers had picked up the war metaphor, saying the film had been made with just the muddle that doomed America in Vietnam. There were hints of Mr. Coppola's own turmoil, or breakdown, and they would be filled out later in the year, when Eleanor Coppola published "Notes," her anguished diary on the making of the film. Mr. Coppola had once encouraged her to do the book, but it helped paint the picture of an exhausted, ruined man.

The Cannes jury had awarded the film its Palme d'Or (shared with Volker Schlöndorff's "Tin Drum"), but United Artists felt that the prize could be the kiss of death in the domestic market. They noted that the ending of the film shown at Cannes was unclear, even though the running time was already close to two and a half hours. No one doubted the impact of the spectacle or the vivid early sequence with Robert Duvall's Colonel Kilgore and the air cavalry destroying a village so they can surf on its beach. But what exactly was Mr. Brando's Kurtz doing or saying, and what did it mean? They weren't alone. In the spring of 1979, Mr. Coppola himself remained uncertain about the ending — and everyone was afraid of the film becoming too long. So cuts and compromises were made, and no one had the nerve to take more time or make the film slower.

The American premiere was set for Aug. 15, and the greeting was mixed. In Time magazine, Frank Rich called it "emotionally obtuse and intellectually empty." In The New York Times, Vincent Canby said the effect was of "something borrowed and not yet fully understood." This response was sharpened by one more unwitting sign of confusion in the movie itself: there were two endings — the death of Kurtz and Willard's escape on 70 millimeter (which had no credits), and then, on 35 millimeter, the credits playing over infrared footage of an air attack destroying the Kurtz compound. United Artists had urged that that costly shoot be used in some way, and the credits needed something. The critics felt that the confusion was characteristic.

For audiences, it didn't matter too much. There was such curiosity to see the movie — and so much of it was already stunning and moving. On its first American release, the film grossed $75 million. But before Mr. Coppola could get his own hands on any money, U.A. had to be paid off for its investment and for promotional costs. Also, by December 1984, the percentage paid to Mr. Brando totaled more than $6.5 million. Still, the picture would eventually turn a profit. It was also nominated for eight Oscars. But it was defeated for best picture and best director (by Robert Benton's "Kramer v. Kramer"), winning only for cinematography (Vittorio Storaro) and sound (Walter Murch, Mark Berger, Richard Marks and Nat Boxer).

Time passes. Francis and Eleanor Coppola are still married. Their home at Rutherford adjoins the successful Niebaum-Coppola winery. There were hard times in the early 80's, after the failure of his experimental romance "One From the Heart" and the closing of his studio in Los Angeles. Mr. Coppola was nearly bankrupt.

A son, Gio, died in a horrible boating accident. Their daughter, Sofia, became an actress and later, with "The Virgin Suicides," a director. Mr. Coppola is now 62, and it is a long time since he made a film as good as his best. Well, making films is hard, and there have been many great directors who have had glory years and then something less. Rutherford has become his plantation.

But now history asks to be amended.

Restored films and directors' cuts are too often a fraud, pretexts for commercial rerelease. The second thoughts don't amount to much and rather support the idea that it is part of being an artist to make the crucial decisions at the living moment. But what Mr. Coppola and his old friend and editor, Walter Murch, have now done is not simply to exercise calm and reflection when 1978-79 was a scene of dismay and uncertainty. Nor is it just that they've restored 53 minutes of original footage to "Apocalypse Now Redux," which Miramax will release on Aug. 15, 22 years after the original. It's rather more that they have finally trusted and freed the proper film. Even those who were never persuaded by the original may now find it not just a new film but a masterpiece. We all grow older.

Consider Aurore Clément. She is a French actress, and she was part of an entire sequence cut from the film — the French plantation scene. It took weeks to shoot, and it required a beautiful set — the plantation house that Willard and his crew discover as they go upriver. Like the rest of the sets, the interiors were designed by Dean Tavoularis; later, he and Ms. Clément were married. So she got that much out of the picture. But she later attended a preview and only then found that her work was all gone — because it seemed to get in the way of the action and broke the rule, "Don't get off the boat." She has had to wait 22 years to see what she was like — and now she's a middle- aged woman looking back on her own youth.

The plantation looms out of dense river fog. At first it is just a Frenchman's voice telling the Americans to lay down their arms. The place is like a dream, and its survival as a French enclave as late as 1969 is neither explained nor justified. There's nothing wrong with that: the journey upriver was meant to go beyond reality and into the heart of darkness and nightmare. So the plantation is the past, and the possibility of a future — and that's more palpable now, two decades later, when we can try Vietnam as tourists.

But the plantation is so much more. The Americans are invited to dinner — it is magical, with soft light and sophisticated sauces — and the patriarch, Philippe de Marais (Christian Marquand, who died last November) gives Willard, and the audience, a lesson in history. The French knew Indochina. They watched the Americans create the Vietminh in 1945 to undermine colonialism — and the Vietminh became the Vietcong. The French, he says, are part of the country: "We stay because this is ours. You Americans fight for the biggest nothing in history."

Mr. Coppola wrote those lines himself, to fit a scene from John Milius's original screenplay. The point surprises Willard, and it had not really been digested in 1979. But now it helps us place the war in history. It makes the ferocity of the men seem more futile — the soldiers whose language preferred the numbing "terminate with prejudice" to "kill." And it leaves breathing room for an older, less macho culture and a feminine touch.

Aurore Clément plays Roxanne (Marais's widowed daughter-in-law) as a watchful face during the meal. There are glances between her and Willard to suggest interest, but there is something else to Roxanne — the patience to wait until the men stop talking. Then she goes to Willard, by candlelight, for a brief love scene. It may sound obvious, but the feeling is subtle and merciful in a film hitherto marked by growing male frenzy. The change of tone is like a slow movement in a charged, rampant symphony. It does not halt the work, but it offers a gentleness that opens us up for the final explosion.

When the mission resumes, Willard is sadder, or more vulnerable, because of Roxanne. The hysteria of male posturing has been offset. In a crucial way, the title of the movie — "Apocalypse Now" — was always part of a lip-smacking male defiance. And as the story goes on we can believe that while something terrible is going to happen, still, "Apocalypse" is a strident, adolescent word for it. After all the sound and fury, something softer and more enduring abides — and we have felt it in Roxanne's presence.

The French plantation scene is not just fascinating and challenging in what it says. In its mood and emotion it evokes the largeness of life, like the sunlight that must have shone some days at Auschwitz. And if Mr. Coppola and Mr. Murch and the others could not quite see that in 1979, it's only because filmmakers can be like soldiers. They sometimes lose their minds and their judgment.

There are other restorations, and they are all significant. Early on, we see a little more of Mr. Duvall's Kilgore, and it helps tip him away from heroism and toward madness. Then Willard steals Kilgore's precious surfboard. That seems a small thing, but it endears him to his crew and it helps expose Kilgore (pursuing by helicopter) as a ranting demon.

There is more of the Playboy bunnies who arrive in the middle of hell to entertain the troops. Willard and the crew meet up with two of them after the dance number at a desolate, rain-drenched Medivac camp. He trades with their boss (Bill Graham): fuel for the women's sexual favors. Chef (Frederic Forrest) has a brief scene with one playmate (Colleen Camp) that is funny, touching and another reminder of the other side of life. This sequence was barely shot, and its place in the new version depends upon Walter Murch's ingenuity at making something with fragments.

And what of Kurtz? For most people, he — or Mr. Brando — was the biggest problem with the picture. No matter his remarkable deal, or his history with Mr. Coppola: the actor came to the Philippines out of condition and unprepared. He was hugely overweight and he had hardly looked at the Conrad text.

In his own book, "Brando: Songs My Mother Taught Me," Mr. Brando says Mr. Coppola was "alternately depressed, nervous and frantic," behind schedule and unable to end the film. It may have been so. Mr. Brando says he steered the material back toward Conrad. Mr. Coppola would say that the actor did amazing improv work. He shaved his head and urged that it be like a moon in the dark. Still, on screen, Kurtz was too far gone to be compelling or coherent. Mr. Brando adds in his book that he was good at conning Mr. Coppola. "And he bought it, but what I'd really wanted from the beginning was to find a way to make my part smaller so that I wouldn't have to work as hard."

WELL, it was all a long time and millions of dollars ago. There is one restored Kurtz scene — in which he reads to Willard from Time magazine. It shows an alert, intelligent, scathing man, and it helps link the Kurtz of darkness to the man whose dossier we have read on the way upriver. It fills in the arc of the man, and it makes his decline more poignant.

When you've seen "Apocalypse Now Redux," you should read Peter Cowie's "Apocalypse Now Book" (Da Capo Press) on the film as a whole. It has far richer detail than can be conveyed here. You should read "Notes." You could look at the 1991 documentary by Fax Bahr and George Hickenlooper, "Hearts of Darkness," based on footage shot by Eleanor. You may want to run both versions of "Apocalypse" side by side; this is an occasion when the ordinary viewer may want to be like a film scholar. That will demonstrate the jeweled beauty of Vittorio Storaro's cinematography, which is now enhanced by a fully revived version of the old dye-transfer Technicolor. The jungle is moist, blooming and alive.

It can be fairly asked whether Francis Coppola can, or needs to, make another film as good as this or the first two "Godfather" films. He suffered badly in the Philippines, and he made others suffer in ways he could not hide from. He had bad years afterward, and that can take away your youth and your drive. But the new version of "Apocalypse" (which had its world premiere in Cannes on Friday) is an unmistakably great film — and it is his third. All three offer a horrified and consistent view of modern America. He had great collaborators — from Brando and Pacino to Murch and Storaro. But in the 1970's he made movies that no one has since surpassed. And now, so many years later, he has gone back and rescued what may be the best of them all.