Billy Bob Thornton is in talks to star in Three Bad Men, an $11m Canada-UK co-production backed by Myriad Pictures, Anthony Minghella's and Sydney Pollock's Mirage Enterprises, David Barron and Paul Weiland's UK production outfit Contagious Films and newly-launched Canadian venture Equinoxe Productions.

Weiland is set to direct the Peter Straughan-scripted dark comedy about three hit men trying to break free from their past. Filming is slated for Montreal this summer.

The project, which has yet to be finalised, is the first of a three-picture slate from the new production arm of Pierre Rene's and Michael Mosca's Equinoxe Films, the fast-rising Montreal-based distributor. The company has released such hits as My Big Fat Greek Wedding and will release Mel Gibson's The Passion Of The Christ later this month.

According to Mosca, Mirage and Myriad are in negotiation on an Equinoxe-developed project entitled Un Dimanche A Kigali (A Sunday By The Pool In Kigali), based on the best-selling novel by Gil Courtemanche. Mosca envisions the project, a political and romantic drama set against the background of the Rwanda genocide, as a Canada-UK co-production in the $15m-$18m range. Alternatively, the film may be set up as French-language film with a more modest budget in the $7m-$8m range.

The third film in the slate is genre-title See How We Are from writer-director Gregory Widen, backed by Gary Hamilton's London-based Arclight with a budget in the $11m range.

Mosca said the new company will aim to produce one or two Canadian films a year while offering its services a co-producer and Canadian distributor to international productions seeking Canadian co-financing.

The company was created through the majority takeover of Montreal-based Lyla Films. Lyse Lafontaine, the former head of Lyla Films who produced such films as Jean-Claude Lauzon's Leolo, will run the company as vice president of production.