If Leguizamo imports a hint of pathos into his performance, Waterston adds a dollop of menace to hers, delivering another of Ross's attacks on what separates girls from men. In this world, women are their own worst enemy.

There's no getting around the fact that Ross's whole cynical premise is based on the lurid male assumption that nubile, college-bound teens have few qualms about selling themselves, a fantasy as deluded as the targets of Ross's barbed arrows.

The film remains engaging in no small part because of the beguiling and enigmatic performance of Waterston, daughter of "Law & Order" star Sam Waterston. It is a shame she isn't given a better context in which to thrive.

Attempting to be this generation's "Risky Business," The Babysitters is the sort of ribald morality tale that manages to feel sleazy and decorous at the same time.

It ultimately fails to deliver on the audacity of its premise. Neither truly original nor a guilty-pleasure genre spin, the picture lacks a hook for general audiences who may find the subject matter distasteful as presented.

It reads like a Cinemax special event, and as good as Leguizamo and Waterston are, the skeevy, fantasy-fulfillment plot that drives David Ross' movie is uncomfortably risky business.

The premise is out of '70s porn, and so is the overbroad satire and almost total lack of conviction.

Ultimately, the film's view of female self-loathing and girl-on-girl exploitation is woefully reductive and painful.

Shirley's instant metamorphosis from insecure high school student to ruthless madam is ludicrous in spite of the best efforts of the talented Ms. Waterston to convince you otherwise. The Babysitters has the increasingly jerky momentum of a film that was butchered in the cutting room, sacrificing continuity and character development to whip the plot forward.

I'd call it a depressing soft-core porn flick, but that overstates its titillation factor. Mainly it's just icky.