Jordan Bayne left Tennessee to make her way as an actor, but Tennessee may end up helping her career.

Bayne is one of the stars of Under Hellgate Bridge, which will play twice this week at the 31st Nashville Independent Film Festival at Regal Cinemas' Green Hills 16. A special showing of Hellgate on Tuesday will serve as a gala fund-raiser, and the film will be shown again at 7 p.m. Wednesday, the official opening day of the five-day festival.

The burgeoning film-festival circuit has become crucial in the success of low-budget independent films like Under Hellgate Bridge, the actor says.

"Middle America is becoming more and more involved," says Bayne, who has made her home in Manhattan for several years. "We have festivals everywhere. It's a new cultural phenomenon. And they have so much to say; whether a film succeeds or not is because of the festivals popping up everywhere."

During a recent trip to East Tennessee to visit family and friends, Knoxville native Bayne made time to promote the festival and her film. Over the hubbub of a West Knoxville restaurant, she laughs as she recalls her director's concerns about her ability to deliver a Queens accent.

"He thinks that I sounded like I was from Tennessee," she says of writer-director Michael Sergio, who set his story in Astoria, Queens, where he grew up. "I was like, 'Wait till you get to Tennessee.'

"I pick up accents," says Bayne, whose pure vowels show no trace of her Southern roots. "Who I'm with is who I'm gonna sound like."

Even after she convinced Sergio of her ability to do the accent, Bayne had to wait out one of the most frustrating parts of acting -seeing if a bigger name would take the role.

"He had an offer out - he told me; he was straight up - to a name," says the blue-eyed brunette. The competition was Ashley Judd, who, at the time Under Hellgate Bridge was in pre-production was still more of an indie princess than a studio starlet. As Bayne was chewing her nails, she happened to catch a broadcast of a University of Kentucky basketball game, which Judd just happened to be attending.

"I'm waiting all weekend to hear whether she's gonna take this project or not," recalls Bayne. "I'm watching the Kentucky basketball game, and there she it la-di-da, and there I am in agony."

Judd took another role instead, and Bayne landed the role of Carla in Hellgate. She plays a young Queens woman who marries a smalltime mobster (Jonathan LaPaglia of UPN's Seven Days) to protect the man she loves (Michael Rodrick of the now-defunct Another World).

Shot in 1998, Under Hellgate Bridge premiered last year at the fifth Avignon/New York Film Festival and went on to play at the Montreal World Film Festival.

Descriptions of Sergio's film, named for a bridge that spans the East River as the Long Island Sound meets the Atlantic Ocean, often refer to Martin Scorsese's Mean Streets.

"The similarities in our film are, it's a very gritty little film, and it's about smalltime mobsters," says Bayne. "It's not about the Corleaones."

Bayne was hooked by the power of acting when, as a youngster, she got to see Zoe Caldwell in the 1982 Clarence Brown Theatre presentation of "Medea," which went on to the Kennedy Center and then to Broadway, where Caldwell won a Tony Award for the title role.

"I was really young, but I was so moved by that," says Bayne. "My friends were, like, doing spitwads and stuff, and I was just mesmerized. That was the most significant moment of my young life."

Still, Bayne never tried acting as a student at Rocky Hill, West Hills or Webb School. She did a little modeling and devoted her energies to tennis, practicing six hours a day until she gave it up at 15.

Her parents, UT basketball legend Howard Bayne and Susan Stalcup Bayne, divorced, and Bayne has only recently rekindled her relationship with their father, who lives in Knoxville. She and brothers Matthew and Cody were reared by their mother.

"Her first priority all my life was her kids," Bayne says of her mother, now a Dallas-based flight attendant for Delta Air Lines.

"She knew I was wild. That's why I went to Webb, to keep me in line. She needed to know what was up with me all the time, and Webb is so small."

After high school Bayne took off for London "to see the world." She stayed for four months, starving but having a great time. When she came back, she entered Belmont College in Nashville, studying sound engineering. College didn't work out, but an internship with legendary producer Jimmy Iovine in Los Angeles showed her the light.

"When I went and worked with Jimmy, I saw all these great artists," she says. "And I thought, well, if that's what you want, why are you trying to do all these practical things?"

Bayne started taking an acting class and shortly thereafter moved to New York to study, waiting tables to support herself.

"I gave myself five years to study without the pressure of auditioning, " she says, "I wanted to study a craft. I wanted to be really good at it. And I also wanted to be able to do it when I was 80 years old, and I felt like if I studied that I wouldn't be a flash in the pan, that I could create a career."

At the end of five years, she auditioned for "Romeo and Juliet" at the prestigious Shakespeare & Company in Lenox, Mass.

"I got Juliet," she says, "It was so awesome. Right after that experience, I went back to New York, and my very first audition I got 'Poltergeist' (the pilot for the series Poltergeist: The Legacy), which was really great because it was a studio, two-hour MOW (Movie of the Week).

"I'd been like this, 'This is an art form, and da-da-da-da-da,' and all of a sudden I got thrown into, 'Jordan, look at your eyeline.' 'What's an eyeline?'

"I learned really, really, really quickly. And it hasn't stopped. Six months is my longest without a job yet, so I've been really, really lucky. I've made, for me, a really nice living over the past four years."