THIS 'KING' HAS SOME STING.

Byline: Bob Strauss Film Critic

ONE OF THOSE PG-13 movies that's all wall-to-wall mayhem and taut, exposed flesh, ``The Scorpion King'' has clearly been designed to buttress the strengths of its star, wrestling sensation The Rock.

At its best when its hero is running around fighting and at its worst when he attempts to speak, this prequel to the recent spate of ``Mummy'' movies offers all the pleasures of a WWF smackdown and about the same degree of intellectual stimulation (Vince McMahon has an executive producer credit). And with camel jokes, too.

More a load of enjoyable, Conan-esque claptrap than the punishing, special-effects soul assaults the ``Mummy'' pictures represent, ``Scorpion King'' is long on swords and sand stuff and blessedly short on the sorcery business. It's got all the dimensionality of a poorly drawn comic book, but at least the action has a here-on-Earth feel to it that gives it more oomph than computers usually generate. Half the cast is made up of athletes of one stripe or another, and it's fun to see them do even the most outrageous stunts and fights with a high percentage of grace and palpable strength.

Set in some 5,000-year-old Middle East that never existed, ``Scorpion'' tells an early-origin story of the character, though there's no information as to how he became the mad, immortal monster seen in ``The Mummy Returns.'' Mathayus (Rock) is an Akkadian assassin, hired with his two remaining brothers by remnants of rival desert tribes to assassinate the prescient sorcerer who makes the all-conquering megalomaniac Memnon's (Steven Brand) red-turbaned armies unbeatable.

But things, as they must, go awry, and soon Mathayus is the only Akkadian left. Plus, the sorcerer turns out to be a sorceress, Cassandra (television actress Kelly Hu), and the most luscious female of all in an apparently pre-fall Eden when every woman was a babe.

Rather than kill her, then, Mathayus just runs off with Cassandra, which leads to both jealousy on Memnon's part and panic among his troops. Naturally, she grows to like the big, musclebound lug. The future Arachnid Monarch also gathers the standard band of ragtag supporters for the final assault on Memnon's palace in that fun city of 3,000 B.C. Gomorrah. These include an old but very ahead-of-his-time prescientist (Bernard Hill) who invents gunpowder, a contentious warlord (Michael Clarke Duncan) who comes around, a weaselly comic-relief sidekick (Grant Heslov) and a thieving-but-adorable street urchin (Tutu Sweeney).

Director Chuck Russell (``The Mask'') stages the endless action adequately enough against backdrops of DeMillean oriental decadence, and occasionally rises above the workmanlike approach to a level of truly gripping presentation. Such is the case with a spooky swordfight in the midst of a blinding sandstorm.

As for the, um, actors, Hu wears makeup well and very little else even better. Dwayne Johnson - he's The Rock - has a nice sense of humor about himself, along with a face and form whose slablike planes make good surfaces for movie light and the hanging of distressed leather. He moves wonderfully and does the arched eyebrow thing that his fans love. Still, someone should have told him to keep his mouth shut.

THE SCORPION KING - Two and one half stars

(Rated PG-13: violence, language, sexual situations, children in jeopardy)

Starring: The Rock, Kelly Hu, Michael Clarke Duncan, Steven Brand, Bernard Hill.

Director: Chuck Russell.

Running time: 1 hr. 28 min.

Playing: Wide release.