You can wake up in Telluride, Colorado with clouds literally below your feet. Princess Di, our BFF Hope and I were flying even higher than the Rocky Mountain elevation when we left town after the 35th annual Telluride Film Festival.

This was vacation time, so we spent more time outside theaters than in them. Still saw a few flicks that I really admired -- Mike Leigh's (below left) surprisingly light-hearted Happy-Go-Lucky with its award-worthy performance by Sally Hawkins, a stunning animated documentary titled Waltz with Bashir, a documentary on legendary animator Chuck Jones (Sunday morning, along with four Merrie Melodies/Looney Tunes classics that had me laughing until I cried), screened at the 2-mile-high theater bearing his name, and a wild and wacky Asian actioner titled The Good, the Bad and the Weird at an outdoor screening in a driving rainstorm.

The laidback festival -- no paparazzi or gossip jockeys make this trek -- featured on-the-street brushes with Leigh, Adam Resurrected actor Jeff Goldblum (shown chatting with Telluride resident Laura Linney), film critic/historian (and personal idol until I discovered how cranky he is) Richard Schickel. Director David Fincher (Fight Club, Se7en, Zodiac) was an honoree, and I'm sorry I missed his 20-minute preview reel for The Curious Case of Benjamin Button, which everyone who did squeeze in raved about.

We also met Greg Kinnear from Flash of Genius, which mostly everyone agreed was a flash of boredom. And gawked at screen legend Jean Simmons (below right), star of Spartacus and Elmer Gantry, who was a festival honoree. Friday night, we danced in Elks Park to the pan-African stylings of Grammy winner Youssou Ndour, after an open-air screening of his bio-documentary I Bring What I Love.

Even saw Salman Rushdie, but don't tell the Ayatollah.

We had another great meal at the chic French trough La Marmotte, thanks to the Persepolis bet I won at last year's festival with Sony Pictures Classics co-president Tom Bernard, a thrilling 4-wheel-drive adventure to 13,000 feet with our housing host and great friend John Rich, plus several saloon escapades that we'll wait for statutes of limitations to expire before detailing.

But the best was saved for our final few minutes in Telluride, at Monday's Labor Day picnic. The festival had drawings each of the three days for prizes -- a souvenir pack, a pass to next year's festival and the one Princess Di won, that was announced by Karen Schwartzman at the picnic:

An 11-day cruise to Costa Rica, with stops at Aruba and other paradises, requiring a trip through the Panama Canal. We leave from Miami on Dec. 1, meaning I'll spend my birthday in posh fashion somewhere.

Guess I'll have to postpone those divorce proceedings for a while. Just kidding, folks.

Now, if you'll excuse me, I need to unpack and fill out my first passport form.