Natalie Portman, who next appears in the oncoming summer steam-train "Star Wars: Episode I--Phantom Menace," is in final negotiations to star in "Where the Heart Is," the feature helming debut for "Roseanne" and "Home Improvement" creator Matt Williams.

Williams will produce with his Wind Dancer Production Group partner David McFadzean and Wind Dancer Films' prexy Susan Cartsonis.

Wind Dancer is in negotiations with 20th Century Fox to distribute the film domestically and with Guy East and Nigel Sinclair's Intermedia to handle international rights. Lowell Ganz & Babaloo Mandel ("EdTV," "A League of Their Own") adapted the screenplay from Billie Letts' bestselling novel. In "Where the Heart Is" Portman would star as a pregnant, 17-year-old girl who, on their way to California, is abandoned by her boyfriend in an Oklahoma Wal-Mart store, with only $10 and the clothes on her back. The young woman resorts to making the store her home and some of its oddball residents her new family.

Rick Leed, Wind Dancer Production Group prexy, will take exec-producing chores on the pic, which is slated to go before the cameras in Austin, Texas, in June.

Williams created and exec-produced the hit "Roseanne" and "A Different World" TV series. Along with McFadzean and Carmen Finestra, Williams created "Home Improvement," whose eight-year run ended recently. Williams cut his directing chops on more than 20 Off Broadway and regional theater productions.

"I've always planned on directing features and now feel like it's the perfect time and the perfect material," Williams said.

Since making an enormous splash with her orphan-with-a-heart-of-gold role in Luc Besson's "The Professional," Portman has had a steady ascension to stardom. She followed that pic with roles in Michael Mann's "Heat," Ted Demme's "Beautiful Girls" and Woody Allen's "Everyone Says I Love You."

In May, the 17-year-old can be seen starring as Queen Amidala in George Lucas' "Phantom Menace," which she will follow with Fox 2000's "Anywhere But Here," helmed by Wayne Wang and co-starring Susan Sarandon.

Portman is repped by ICM's Aleen Keshishian and Joe Funicello; and attorney Ira Schreck.