UNNERVING DEPICTION OF THE REAL DARK SIDE.

Byline: Bob Strauss Film Critic

WHILE NOT explicit, ``Mysterious Skin'' still seems plenty graphic. Since its subject is pederasty and how that affects its young victims' development, many viewers will find the film alarming.

Director Gregg Araki, who respectfully adapted Scott Heim's 1995 novel, also keeps judgment at arm's length even during some of the film's most appalling abuses. That will no doubt cause further upset.

However, the militantly indie filmmaker (``The Doom Generation,'' ``The Living End'') applies previously unseen reserves of sensitivity and artfulness to the often incendiary material. This is the first Araki movie that gets at something like behavioral truth, outrageous as some of that behavior is. Terrific performances by young and veteran cast members go beyond brave and, while often flamboyant, for the most part feel quite natural. It's a rewarding, insightful movie, if you can take it.

Set in tiny Hutchinson, Kan., the film focuses on two boys, Neil and Brian, who remember very different formative traumas from when they were 8. Gifted athlete and incipiently gay Neil was mostly thrilled to get the ``special attention'' of his Little League coach (Bill Sage). Worst kid on the team Brian, on the other hand, is convinced that he was abducted by aliens for five otherwise unaccountable hours.

Ten years later, Neil (Joseph Gordon-Levitt, a universe away from ``Third Rock From the Sun'') is happily, recklessly turning tricks in a city park. Brian (Brady Corbet) is even nerdier than before, and obsessed to the point of social paralysis with learning what might have happened on that space ship.

Their histories and fates are connected, of course, even though they don't meet until the very end of the film. In the meantime, Araki and company illuminate the young men's relationships - mostly troubled, but always more complicated than that - with the people who love or desire them most, including their supportive but, respectively, wayward (Neil's) and perplexed (Brian's) mothers, played by Elisabeth Shue and Lisa Long.

Although ``Mysterious'' shares the transgressive humor and consumer culture satire of earlier Araki films, it has a completely different attitude. Gone is the facetious, punk nihilism that used to turn his movies into extended jokes on the characters as well as straight society.

In place of that is a deep compassion and almost delicate imagination, especially in the handling of the potentially hot-button scenes with the little boys. ``Mysterious Skin'' will still be too rough for many sensibilities, but it gets at something deeper, darker and much more enlightening than anything Araki has attempted before. < Bob Strauss, [phone]

bob.strauss(at)dailynews.com

MYSTERIOUS SKIN - Three stars

(Not rated: sex, children in jeopardy, nudity, language, violence, drug use)

Starring: Joseph Gordon-Levitt, Brady Corbet, Jeff Licon, Michelle Trachtenberg, Elisabeth Shue, Bill Sage.

Director: Gregg Araki.

Running time: 1 hr. 39 min.

Playing: Playhouse 7, Pasadena; Sunset 5, West Hollywood; Art, Long Beach; University Town Center, Irvine.

In a nutshell: Molested Little League players grow into very troubled teens in this highly disturbing, yet all-around sympathetic, study of gay life in a small Kansas town.