CONFUSION CONQUERS LOVE, SORT OF\Beauty of 'beautiful girls' premise more than skin deep.

Byline: Bob Strauss Daily News Film Writer

The romantic dramedy "beautiful girls" is supposed to be about guys' fascination with ideal female beauty and their resulting inability to appreciate the real women who love them.

Eternal subject, that, and always a good premise for a date movie. But there's something very, well, movielike about this ensemble effort, built around the confused love lives of a bunch of late 20s buddies in a small, upstate New York town. All of their girls are, by Hollywood standards, beautiful - even the ones who aren't theoretically supposed to be.

"I mean, let's not forget that this is a movie," explained screenwriter and associate producer Scott Rosenberg ("...things to do in denver when you're dead"), who claims the film's insights into modern relationships came from years of personal road-testing. "We're not necessarily gonna go ..."

"... We didn't exactly cast chopped liver as the guys, either," producer Cary Woods interjected quickly. "I mean, Mira (Sorvino) was telling me the other day, 'Every girl I grew up with had a crush on either Tim Hutton or Matt Dillon, including me.' "

In the film, Hutton plays Willie, who left his hometown only to find limited success as a musician in New York City. He returns for his 10-year class reunion, only to find his best buddy, former football star Tommy (Dillon), torn between the adoring young Sharon (Sorvino) and the married, aggressive Darian (Lauren Holly) - who's also Tommy's ex-high school sweetheart.

Meanwhile, mutual buddy Paul (Michael Rapaport) is about to lose his longtime girlfriend Jan (Martha Plimpton) to his obsession with supermodels and commitment-phobia. When supermodel type Andera (Uma Thurman) blows in from Chicago to visit a cousin, most of the guys make a play for her.

Including Willie, who's also having second thoughts about getting cozier with his perfectly great lawyer girlfriend Tracy (Annabeth Gish) and is rebounding into a platonic obsession with a precocious, 13-year-old neighbor, Marty ("The Professional" nymphet Natalie Portman).

Got all that? It's OK if you don't. But suffice it to say that, if one had to choose between Sorvino (currently the Supporting Actress Oscar front-runner for her work in Woody Allen's "Mighty Aphrodite") and Holly (the "Picket Fences" regular who dates Jim Carrey) purely on their physical attributes, it would be a tough call.

"The film goes beyond the looks issue," Holly said. "It's more about the attitudes of my character and Mira's character. I think Tommy has more trouble choosing between the bright side and the dark side. And Tommy likes the sneakiness, the danger, the reminder of their high school heyday with Darian, whereas Sharon represents, more, real life and home."

"This character's really got a tough dilemma here," Dillon insisted. "It's not as simple as what they look like; it's more a condition of his own fear to commit. Darian represents his past, of course, but there's a safety there because he doesn't have to worry about her demanding a commitment, since she's married. Of course, that gets kind of messy because she's got her own agenda, too.

"It's kinda sad, man."

Director Ted Demme, who staged one of the decade's most vicious battles of the sexes in the comedy "The Ref," tried to balance "beautiful's" rampant male superficiality with strong female voices. "The thing that I grappled with was, how much of the message do we hit people on the head with and how much do you leave to the imagination," Demme said. "At times you go straight ahead. Rosie (O'Donnell, who plays the film's most outspoken feminist, Gina), says that beauty is only skin deep, and that is certainly one of the movie's main themes.

"But basically, this movie is about relationships and the fact that guys are guys and girls are girls," Demme concluded. "At some points, they completely collide head-on like train wrecks. At other times, they completely mesh together and you can't explain either one of 'em. It just seems that the earlier you learn that, the better you'll probably sleep at night."

Perhaps significantly, the outspoken Gina is the only woman in "beautiful girls" not shown to have a romantic relationship (even little Marty has a boy who carries her books home from school).

"Just because a woman doesn't have a boyfriend doesn't mean she's not beautiful," Hutton said gallantly. "I think the film is called 'beautiful girls' because every single woman in the film is beautiful, and all the guys miss that point. They can't see it because they have this limited idea of what beauty is.

"They're all idiots that way," Hutton concluded, then refused to answer questions about widespread reports that he and Thurman started dating while making the movie last year.

Writer Rosenberg admitted that "I really believe you could have switched actresses and roles; have Mira playing Uma's part and Uma playing Mira's, or Lauren's. We sort of tell the audience that that's the most beautiful girl in the world, this is the most beautiful girl in the town, etc. We created this kind of caste system."

"We talked about how they were all beautiful women, but that's not the issue," producer Woods said. "A lot of guys just don't know what they have, no matter what it is."

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Photo (1) "Basically, this movie is about relationships and the fact that guys are guys and girls are girls," says "beautiful girls" director Ted Demme. (2) "I think the film is called 'beautiful girls' because every single woman in the film is beautiful, and all the guys miss that point," says Timothy Hutton, pictured with Annabeth Gish, his on-screen girlfriend. (3) "The film goes beyond the looks issue," says Lauren Holly. (4) - Ted Demme director of 'Beautiful Girls'