The balloons at Breen’s “victory party” Tuesday night at the Elks Lodge No. 1246 in Summit, N.J., were appropriately red, white and blue — there just weren’t very many of them. And most of the kids tearing around the room were doing their best to pop them with toothpicks stolen from the 6-foot-long subs. Family, friends and neighbors sat around card tables, cheese curls in aluminum casseroles between them, chatting as they watched CNN on a big-screen TV.

Breen, running as an independent for the Senate seat vacated by Frank Lautenberg, had rented out the Elks lodge in his hometown of Summit. (Summit is also the town where Jon Corzine, the Democratic candidate — and winner of the seat — lives, and where Bob Franks, the Republican candidate, grew up.) Breen brought $4,000 of his own money to the campaign, and with the last of it bought a keg of Coors Light, some bottles of generic orange soda, a few subs and a couple of bags of balloons.

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I first heard about his candidacy last spring when a friend told me about Breen’s unique campaign pledge. “He won’t take money from anyone,” my friend said. “That’s his thing.”

I called Breen up and met him for a drink. He’s a short guy, 49 years old, with gray hair and the easy confidence of a successful lawyer accustomed to talking to people about their problems. Breen likes to talk, and in that first conversation it became apparent that he was good at it.

He spoke to me with the coarse, matter-of-factness of a New York lawyer. Breen swears. He calls you by your name, and then a nickname he’s decided upon within minutes of meeting you. He eschews political correctness — he says “black,” not “African-American” — but doesn’t offend, either. And best of all, none of this is for effect.

Raised in Brooklyn, Breen attended the State University of New York in Brockport, got a postgraduate degree in teaching from SUNY-Binghamton and another in law from the University of Dayton. Most recently he was a litigator for the law firm of Barry, McTiernan & Moore, though during the campaign he became the in-house counsel for an insurance agency. Breen was no political junkie growing up — under his jovial energy and idealism is a seething dislike for how career politicians work. Like so many Americans, he hates everything about big-money politics.

It was the 1996 Senate race between Rep. Robert Toricelli, D-N.J., and Rep. Dick Zimmer, R-N.J., that really made him steam. “It was such a nasty campaign, so negative,” says Breen. “At the time I thought, ‘This is just disgusting. We gotta bring this up a notch.’”

The real epiphany came during President Clinton’s impeachment — Breen was in the shower. “I was so ticked off that some senators would announce their vote before they’d even heard the evidence against the president,” he says. “As a litigator, I was offended, and I thought, ‘Even 10 independent voices could force this to a debate and an honest decision.’ That’s when I decided to do this.”

When Breen related this news to his friends they told him he was nuts to run as an independent, and even more nuts to run without money. They told him it was something you just couldn’t do anymore. That it was politically unsophisticated: Politics today was about TV ads and focus groups, all of which cost money. “I tell them they’re probably right,” he said last spring, “but at least I’ll have done something about it. I’ll have gotten off my ass and tried to encourage people to get off theirs. And maybe if I make enough noise they’ll realize it doesn’t have to be ‘Choose column A or column B.’”

In January, Breen called up the state elections office in New Jersey and had the woman who answered the phone tell him the rules for running for U.S. Senate.

“She was an absolute angel,” he said. “Her name is Jean Berry, and without her I couldn’t be doing this. I’ve never met her, but on the phone she sounds like a big, fat black lady. I love her to death.” When Breen did finally meet Berry, he says he brought her a plant as thanks for her help. Breen says she wouldn’t accept the gift, but that she told him, “Just have fun. That’s what it’s all about.”

From January until yesterday, Breen did just that. He traveled around New Jersey talking to American Legions, college groups and senior citizen centers on the weekends, and in the evenings after he got home from work. Thirty people volunteered to help Breen get 800 signatures over the summer so that he could be on Tuesday’s ballot. His wife, Mary, was his campaign manager. A friend of a friend volunteered to make his Web site (“it has three misspellings, but I don’t know how to fix them,” Breen says) and another friend, a printer, contributed his pamphlets, printed on paper Breen swiped from his law office.

The language of Breen’s campaign was devoid of complex rhetoric. That’s the nice way of putting it. It could also be argued that his basic understanding of the issues he’d face as a junior senator was just that — basic. Breen’s Web site describes the national debt, for example, as “the greatest threat to our present growth … that continues to hang over us. The debt needs to be eliminated as soon as possible.”

To run for a seat in the U.S. Senate, one must be 30 years old, free of felony convictions and to have been a citizen for at least nine years. That leaves about 160 million of us eligible. Of that number, only 164 took advantage. It’s exceedingly rare for anyone who doesn’t run with one of the two major parties to win a seat in Congress, so subtracting the 69 people who ran as Democrats or Republicans, the most recent election season saw 95 people run for a U.S. Senate seat without any real hope of winning.

The New Jersey Senate race was an expensive one. Jon Corzine spent an estimated $65 million. That’s three times as much as Toricelli and Zimmer spent in the race that moved Breen to run in the first place. His fortune put Corzine’s bearded face in front of voters early and often, and he was accused by many of trying to buy the seat. Bob Franks, a respected congressman from the state, was a virtual unknown to voters until the GOP kicked him some funds toward the end of the race. This allowed him to buy enough TV time to become a familiar name.

Breen, needless to say, was unknown among voters. Besides the Democrat and the Republican, nine others ran for U.S. Senate in New Jersey — more than in any other state. Voters outside New Providence High School on election night had no idea who Dennis Breen was. “I didn’t see him on the ballot,” said one man.

“I’ve never heard of him before,” said another.

“Dennis Breen? Nope,” said one woman.

I called the Corzine camp the week before the election to find out what kind of dent Breen’s candidacy had made in the Corzine battle armor. Did Tom Shea, Corzine’s spokesman, know the name, Dennis Breen?

“Should I?” Shea asked after a long pause. When told his boss was running against Breen, Shea laughed. “Clearly he has a name identification problem.”

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Breen called me a couple of weeks ago and asked me to come to his “victory party” on Election Day. At first I smiled at the great sense of humor Breen must have to be taking all this wasted effort so lightly. But the more I thought about what Breen had accomplished, the more I believed he knew he was lucky to get 5,000 votes; he’d called it a “victory party” sincerely.

It was a bittersweet terminus Tuesday night — the equivalent of a marathon runner crossing the finish line hours after everyone else has gone home. It’s dark and he’s alone, but he finished, and that’s reason to celebrate. Breen had been trounced, of course, but he’d participated in democracy in a way very few of us do. It’s there on the record to pass down as Breen family lore from now until generations from now forget it ever happened.

“I’m glad it’s over,” Breen confessed as his wife Mary came over to give him a hug. “It’s a big-time commitment.”

Someone from the Short Hills Ski Club, which is sharing the Elks lodge tonight, (and which Breen invited into the bar to help consume the acres of food his supporters had supplied) came over to his table. “How ya doin’?” the kid asked.

“I’m getting my ass kicked,” said Breen. “But I’m having a blast doing it.”

The bleating becomes louder as we follow the sound up a set of inside stairs. On the second floor of the lodge, in a large, gymnasium-like hall with vaulted ceilings, we find the New York Fire Department’s Emerald Society Pipe and Drum Band practicing. “This is so great!” says Gray, barely able to contain his joy at happening upon something so surreal at 7:30 on a Monday night in Queens. “I’m serious. I can’t believe this!”

The 31-year-old filmmaker is like a little kid, excited by what he’s seeing. Which is this: a bunch of burly men, dressed in jeans and T-shirts, manipulating ancient Scottish instruments, honking away at ungodly decibels. That the Emerald Society is, in fact, a band at all is a matter of faith, since each member is practicing his own chords (or whatever bagpipe notes are called) at the moment.

But Gray is deferential around these men as they wander back and forth through the lobby outside the hall. He keeps his distance, speaks only when spoken to, is overly polite. To Gray, these blue-collar guys, who go to work each day and do a dangerous, thankless job, deserve respect. They are heroes, and heroes are not to be trifled with.

But his filmmaker’s sense — that signal that goes off when a scene might be ripe for the telling — loves the incongruity of large New York firemen heaving away at bagpipe practice.

James Gray is flummoxed

Back in Manhattan, when Gray and his publicist pick me up at my apartment, the director begins talking before I’m even sitting in the back seat. Gray has just flown in from the Toronto International Film Festival, and is dressed all in black. He has a tall, blond pompadour and long sideburns and he wears horn-rimmed, tortoise-shell glasses. He’s wearing a leather jacket, but he’s ready to explain it away, as if it might be offensive to someone who lives in New York.

“We were in Toronto and this woman from the Gap comes up to me and says, ‘You must come by the store tomorrow,’ and so we did, and we get there and she tells me to pick something out,” he says. “I pick out a shirt or something and she just starts throwing stuff at me: ‘Take this, this would look nice with that shirt; and here, have a jacket; and try on these pants.’ I thought I was going there for a shirt, and I walked out of there with, like, $3,000 worth of clothes. I’m just a blue-collar Jewish boy from Queens — what do I know?”

Why, he wondered, would the Gap give a young, critically acclaimed film director on the verge of releasing his second movie a bunch of clothes for free? Could he really be that naive? It’s doubtful. James Gray has seen things.

Gray, a “strange kid” by his own account, was brought up in the Flushing section of Queens. He was lonely and not very good-looking. The only things he cared about were the movies and the Yankees. High school girls were not swooning for the 6-foot-2, 135-pound kid with braces and bad skin. School, in fact, wasn’t really his thing. Nor was reading, so he’d play hooky and go to the movies — sometimes seeing two a day.

One theater played strange afternoon double features. “You could see “Bringing Up Baby” and then “Fitzcarraldo,” he says. He remembers seeing “Apocalypse Now” and “Raging Bull” during a time he now calls “the last gasp of American cinema,” and being mesmerized. He began seeing films by Fellini, Kurosawa and Visconti. And then he got into the University of Southern California Film School.

But even at USC Gray was different. He liked the “arty” directors, while his classmates were into Steven Spielberg. Gray took classes in film theory and history; he took film production classes to learn about different lenses. He made a short film about “sexual discontent,” which got him some attention and an agent. After he graduated he looked for something to direct but couldn’t find anything he liked, so he decided to write something himself. He sought plot, characters and tone back east in New York.

“Little Odessa,” the story of a hit man who comes home to his Russian Jewish émigré family in Brighton Beach, was released in 1995 and won the second-place Silver Lion at the Venice Film Festival. Playboy called “Little Odessa” “impressive” and “poetic,” Newsday said it was a “stylishly dark and detached drama” and the New York Times said it was the beginning of a “powerful career.” Not everyone was as moved, however. The Portland Oregonian wrote, “Gray offers precious little that audiences aren’t bored with already,” and Stanley Kauffmann of the New Republic called the film “a pointless, predictable clinker.”

Immediately after “Little Odessa,” Gray started working on what would become “The Yards,” telling the Village Voice, in 1995, “It’s my ‘Rocco and His Brothers,’” Luchino Visconti’s 1960 film about a family member returning to the fold and brothers who become enemies.

“The family,” Gray told the Voice, “is not always a place of joy and comfort; it can be deadening and horrific.”

James Gray is troubled

We are wandering through the train yards in Queens, the location of the pivotal scene in “The Yards” in which Mark Wahlberg, who plays Leo Handler, the prodigal son, has no choice but to beat a cop nearly to death. Leo has returned to the old neighborhood after being released from prison, where he took the fall for a group of his friends. Leo wants to get his life back together. He approaches his connected uncle (who came into the family while Leo was in prison, and who runs a company that repairs subway cars) and asks for a job.

Uncle Frank (James Caan) tells Leo he needs a couple of years of training and sends him on his way. This isn’t good enough for Leo, who needs to support himself and his sick mother (amazing Ellen Burstyn), so he hooks up with old friend Willie Guitierrez (Joaquin Phoenix), who does some “alternative” work for Uncle Frank. The cast is rounded out by Faye Dunaway as Uncle Frank’s wife, Kitty, and Charlize Theron as Leo’s cousin and Willie’s girlfriend. Bad things happen when Leo — out on parole — is asked to take the fall again, this time for something he didn’t do.

The story is a combination of family dysfunction and corruption in the subway yards, and it’s ripped from painful moments in Gray’s own history. Standing in the yards, the director asks me not to write about the particulars, but says that the events are closely tied to actual events in his family saga — his mother’s fatal illness, his father’s involvement with corrupt politicians.

Much of “The Yards” is accurate, down to details as small as postcards taped to the walls of lower-middle-class Queens apartments and illegal payoffs done in the nude (to be sure no one’s wired). That “The Yards” is billed as a work of fiction might be the biggest fiction in the film, and Gray is worried that when the movie comes out, so will too much information about its origins.

Indeed, the New Yorker’s Tad Friend did some digging and, in an Oct. 13 “Talk of the Town” piece, uncovered what Gray told me in the yards. Friend writes that in the early ’90s, the government charged Gray’s dad (who owned an electronic parts company that supplied New York’s Metropolitan Transportation Authority) and his partner with bribing an MTA official.

Gray is worried about having made such a personal, intimate film — which lays some painful family truths on the table for the world to see. He’s worried his dad will be hurt by it all, and about what he’ll think of the film itself (though his father read the script, and suggested changes for the sake of reality) — if he even decides to see it.

James Gray is furious

“I’m so fucking miserable!” Gray is furious because he has promised to treat everyone in the car at Eddie’s Sweet Shop, which serves, according to Gray, “the best fucking ice cream ever.” For blocks, he has been talking about how wonderful this place is — the flavors, the textures, the cones. He has built it up for us (and for himself) big time, so when we pull up to the small corner store and it’s shuttered (closed on Monday nights), Gray is disappointed — for us and with himself.

I don’t want to make too much of the Eddie’s Sweet Shop incident, but it does convey a little bit about Gray’s expectations. He wants always to please, and he has raised the bar high for himself and for his work. He compares what he does, or at least what he’s striving for, with opera, with art. If “The Yards” feels melodramatic and clichéd at times, that’s because Gray is trying for nothing less than capturing the zeitgeist on film by channeling Greek mythology and its progeny. He wants to tell his generation’s versions of Homer, Shakespeare and Zola.

And movies are the way to tell those stories at the turn of this century. Directing is more than “a guy with a folding chair, a black beret and a paper megaphone,” Gray says, walking outside the Juniper Elbow Co. — another building that inspired scenery in “The Yards.” “Movies are the most direct path to doing something emotional.”

A muscular Rottweiler prowls inside Juniper’s chain-link fence. So many jets fly above us, coming into and leaving JFK Airport, that they seem more like mosquitoes we could swat away if need be. Gray is talking about Wahlberg’s character and the “classic tragic structure” of his movie.

“Tragedy is when a character knows or believes his life is not in his hands,” he says. “That’s true of Leo. His life is out of his control when he gets out of prison. What he wants is control of his life back, but that doesn’t happen — things continue to spin out of his control. His life is unraveling and he can’t do anything to change it. Ultimately, he takes control back by seeking help from the legitimate system. Which is all he wanted to begin with.”

At one point, while we’re walking outside Lutheran Cemetery, opposite the Juniper Elbow Co., he stops.

“Do I sound like an ass?” he asks. “Seriously, tell me when I sound like a pretentious prick. Make me stop.”

He continues talking about Wahlberg’s character, but he could just as easily be talking about his own obsession with the movies and his career as an independent-minded director in Hollywood trying to imitate his childhood heroes.

“His fate is in the destiny of the system at large,” he says. “It was dictated to him from moment one.”