Dec. 6 (Bloomberg) -- Keanu Reeves was ``discovering.'' Dennis Hopper was exhibiting. And Mary Boone was getting ready to ``flip'' her stall after selling out the first day's wares.

It's VIP time at Art Basel Miami Beach. About 500 designer- jeaned and blue-blazered art shoppers jostled for position at the entrance to the Miami Beach Convention Center just before noon today. As the start of the fifth annual Art Basel Miami Beach drew near, those specially invited VIP collectors pushed toward the doors to the country's largest and swankiest modern- and contemporary-art fair. Thousands of artworks -- from Picassos and Legers to the latest Chinese neo-pop -- offered by 200 of the best international art galleries lay waiting inside.

The fair runs through Sunday, and organizers say they expect as many as 40,000 to attend, up from 35,000 last year.

``This fair has evolved into a full-fledged Super Bowl of the art world,'' said Miami Beach native and New York artist Michele Oka Doner. ``I know an orgy of fans when I see them.''

At Art Basel, sometimes the art is merely the icing on the cake. ``What you don't know is how many people are here just to see people,'' said Leonard A. Lauder, chairman of Estee Lauder Cos. and head of the board of trustees at the Whitney Museum of American Art. Lauder was dressed to be seen, in a blue-and-white seersucker suit and running sneakers. ``This is one of the greatest art scenes. It's the Who's Who of the art world.''

New York dealer Maxwell Davidson IV, who exhibited in the fair last year, agreed. ``It's the `be seen' factor,'' he said.

Plotting Strategy

As starting time approached, collectors, dealers and advisers plotted their strategies in clusters around the entrance.

``Push and run'' suggested art adviser Louise Eliasof, vice president of Citigroup Art Advisory, who recommends putting artworks on hold. ``Then slap reserves on everything you want.''

Others took vows of chastity. ``We aren't going to buy anything,'' said New York art collector Jerome Stern, who stood with his wife, Ellen. ``We don't have any more wall space.''

For the next couple of hours, the art-world elite -- including designer Calvin Klein and painters James Rosenquist and Chuck Close -- cruised the massive convention hall.

First-time fair exhibitor Boone had a bang-up start. Two hours in, she had sold her entire booth of seven photo silkscreens by Barbara Kruger, ranging in price from $30,000 to $350,000. The gallery plans to change the art it displays -- ``flip the booth'' -- every day of the fair.

Gallery director Ron Warren said Boone finally decided to jump on the fair bandwagon because of the way art fairs had evolved. ``It used to feel like a trade show,'' said Warren. ``But now it's like a big party.''

$30 Million Picasso

Jan Krugier Gallery's monumental 1941 ``Tete de femme'' by Picasso is likely to be a slow sell. Displayed on a packing crate, the bronze head of the artist's lover Dora Maar is selling for $30 million, probably the most expensive work at the fair.

The fair was filled with browsers as well as buyers. Actor Reeves, looking sedate and sporting his signature shaggy brown hair, headed down an aisle. ``I'm discovering,'' he said, when asked if he was shopping for art.

Actor Hopper looked a bit more at ease. He was exhibiting his own photographs at German dealer Galerie Hans Meyer's booth, priced around $150,000. He said he would be attending a public screening of his classic hippie road film, ``Easy Rider,'' later in the week.

Veteran dealer Arne Glimcher, of PaceWildenstein, took a contrarian stance. He thinks collectors aren't served by the supermarket approach to buying art at fairs. ``As a business experience, fairs are great,'' said Glimcher. ``As an aesthetic experience, it's impoverished.''

Art Basel Miami Beach runs through Dec. 10. Information: http://www.artbasel.com. UBS AG is the fair's main sponsor.

(Lindsay Pollock writes on the art market for Bloomberg News. The opinions expressed are her own.)

To contact the reporter on this story: Lindsay Pollock at lindsaypollock@yahoo.com.

Last Updated: December 6, 2006 19:11 EST