Approaching State College on U.S. Route 322, a traveler passes farm fields, cows and even the occasional Uni-Mart. But as Happy Valley Holsteins fade in the rearview, the last thing a traveler expects to chance upon is a film school.

Yup, nestled between the Agways and beer distributors is the University's own little chip off the silver screen.

Indeed, in a town better known for churning out engineers, teachers and linebackers, the University has sprouted a community of 90 or so filmmakers.

And why would anyone -- let alone 90-plus future DeNiros, Coens, Scorseses and video store clerks --choose to study film here in Centre County?

Why do they come?

For some, it was a matter of happenstance.

"I decided to go to Penn State and become a film major at the same time," said Simon Tarr, Student Film Organization president. "It was really coincidental."

Tarr said the program's personal attention and egalitarian attitudes have kept him here.

"I never once thought of leaving and going to another film school," the Pennsylvania resident said.

For others, pursuing a dream landed them in the Carnegie basement.

One-time-DJ-wannabe Colleen Bukowski chose PSU because it was the meeting point between NYU and UCLA.

"No one believes me when I tell them this, but one night, real late, I sat up in bed and decided I wanted to be a filmmaker," Bukowski said. "I just realized, 'They do it, why can't I?' " she said, adding that she hopes to become a sound designer.

But those dreams were grounded by reality and the need for some cash, moolah and dinero.

NYU and UCLA were not "financially feasible," she said, adding, "Mom did not want her 18-year-old daughter in Manhattan or too near a beach."

And like many Pennsylvania residents, that left Bukowski with two choices -- dear old State and Temple University.

But Temple's program couples radio, television, film and video --Bukowski preferred the separate identity of Penn State's film program.

"Yeah, it's in the middle of nowhere, there's no access to a city here, but it works for me," she said.

Evidently, the program "works" for more than just Bukowski. Dean Terri Brooks said the program is experiencing a "bulge" in the number of students applying. Enrollment in the sophomore class shot up from 40 to 50 when enrollment controls were lifted, she said.

"It's an unusual place (to have a film program) because of the location," said Associate Dean Dan Pfaff, adding that the program does little recruiting. Pfaff said he believes the program's popularity is due to film's appeal to young people today.

"You all grew up on film," Pfaff said, adding that Communications 150 -- The Art of Cinema, generates a lot of interest in the program. Many film students get their first formal exposure to film here, he said.

But Pfaff was quick to add a caveat. Students are fickle and enrollment in all majors rises and falls, he said. After Watergate, the number of students looking into investigative journalism rose dramatically, he said.

Even if the interest in film is only temporary, the program has attracted attention and new recruits, and it's likely that not all of these aspiring auteurs are here because they just luv Steven Spielberg.

The program is concerned with developing the voices of future filmmakers, said Tom Keiter, professor in charge of film and video. Keiter calls the program "small and focused" and said students receive plenty of personalized attention.

Small classes allow students to learn decision-making through a mentoring relationship with professors, Keiter said. The program is also flexible enough to allow an individual to develop an interest in a particular aspect of film, such as scriptwriting.

"We try to provide a foundation from which to develop your perspective," Keiter said.

Bukowski agreed. The program pushes conventionality but will accommodate a student's individual interest in experimental, narrative or documentary film.

"Everyone has a chance to tell their own story or fulfill their vision," said Andy Biscontini (junior-film).

But nobody should rave about the film program yet. The University's location is a disadvantage, Keiter said.

"We're removed from major cultural centers and don't have a tremendous range of film screenings available," he said.

And Happy Valley's fickle weather can hinder a budding genius.

"If it snows here and you don't have snow in the script, it's an instant rewrite," Bukowski said.

And equipment -- or the lack thereof -- remains a concern. Pfaff said the most persistent complaint from students is that there is not enough equipment and the equipment is not in good repair.

Competition for equipment gets cutthroat when junior and senior groups are shooting their projects.

"You're up at 8 a.m. or 2 a.m. chasing equipment," Bukowski said. "If we can't shoot, we lose our product."

Some production groups have even had to cancel shoots because they didn't sign out equipment far enough in advance, Biscontini said.

And like Rodney Dangerfield or the New England Patriots, film could use a little respect.

"Film is perceived to be a bunch of shiftless hippies with expensive equipment doing artsy-fartsy things," Tarr said, but added that he's not concerned.

"We don't really care about getting respect because we won't get any," he said. "We'll just keep going until we die."