Sinclair Stevens, a.k.a. Cecil B. Demented (STEPHEN DORFF), is an angry young man who hates everything to do with Hollywood and the commercial films it constantly spits out. He's assembled a small and renegade filmmaking crew - the "sprocket holes" -- whose assignment is to take back the cinema along the lines of acting like a bunch of terrorist filmmakers. As such, they kidnap Honey at her premiere, dye her hair and force her to appear in their low budget film that, not coincidentally, is about a bunch of young and angry filmmakers who wish to destroy anything and everything to do with mainstream films.

Among the crew are its two stars, Cherish (ALICIA WITT), a former porn star, and Lyle (ADRIAN GRENIER), a drug addict. The crew consists of Lewis (LARRY GILLIARD, JR.), the art/set director; Raven (MAGGIE GYLLENHAAL) a Satan worshipping makeup artist; and Fidget (ERIC M. BARRY) a young costume designer who occasionally wants to run back home. Then there's Chardonnay (ZENZELE UZOMA), the sound woman; Pam (ERIKA LYNN RUPLI), the film's cinematographer; Dinah (HARRIET DODGE) the producer; Rodney (JACK NOSEWORTHY) the self-hating hair designer; and Petie (MIKE SHANNON) the crew's driver.

With Honey quickly becoming one of their "brainwashed" participants, the renegade filmmakers make various guerilla-style ambushes on film screenings, functions or on location shooting - including that of "Gump Again," the sequel to "Forrest Gump" that stars Kevin Nealon (KEVIN NEALON). They then plan to use the resultant film footage of such action, along with their increasingly pent-up sexual energy, into making their low-budget, and decidedly independent film, "Raving Beauty."

Receiving just a light prison sentence, the young Hearst's actions caused people to ponder what would have caused her to join her kidnappers, and thus raised concerns and doubts about whether she had been brainwashed or fallen prey to the SLA's cult-like leaders and their socialistic agenda.

It's an interesting story that obviously has the potential to be a great dramatic film - director Paul Schrader unsuccessfully tried it with his 1988 picture named after the hostage - but to use it as the basis for a comedy is another issue altogether. To successfully pull off such a film, one would either need a warped mind, a deft touch with humor, or both.

To many viewers - fans or not -- writer/director John Waters ("Hairspray," "Pink Flamingos") certainly seems to fit the first criteria, but unfortunately he doesn't manage the second in "Cecil B. Demented," his warped revamping of that dramatic, real-life Hearst saga that serves as the inspiration for this effort.

A purported comedy - that stars the real Hearst herself in a cameo role -- about a famous actress who eventually joins forces with the renegade bunch of filmmakers/terrorists who've kidnapped her and wish to thwart mainstream Hollywood efforts, the film certainly seems to have the right humorous intentions. Yet, just as is the case with many such extremist groups, it completely bungles the execution of its plan.

Despite it delivering a few jabs at film critics, the decidedly independent filmmaker's effort certainly has a built-in, understanding audience among us. While there isn't universal love for the Baltimore native's work, many critics clearly enjoy his films and can certainly appreciate where this one is coming from. After all, we're the ones who see one mediocre Hollywood film after another and continuously question the decision makers who give the green light to so many second-rate or just plain awful films.

Thus, the idea of a group of cinema terrorists wishing to put an end to such films doesn't seem like a bad idea, and it certainly opens the doors and potential for plenty of comedic material and hijinks to follow. Unfortunately, Waters has picked the wrong door in "Let's Make A Film" and delivers the unwanted "booby prize" to viewers who were probably expecting the grand comedy one instead.

Save for a few jokes and somewhat amusing references scattered throughout the production, most of the film's attempts at humor are pathetic and/or shockingly lame. While one bit about the filming of "Gump Again" - the sequel to "Forrest Gump" - is funny (complete with "Saturday Night Live" performer Kevin Nealon doing the Tom Hanks/park bench thing in a faux version of Baltimore's Inner Harbor), the rest is so bad that one begins to wonder whether Waters is purposefully indicting the independent film world right along with its more popular and better financed brethren.

What else would explain the over-acting, the lame film within a film element (that mirrors the main picture), and the dearth of much needed jokes to get the audience through this travesty? While one can accept that the film within the film could or would be bad - being part of the joke as those railing against horrible mainstream films end up producing the same schlock - the main part of the film shouldn't come off that same way, but it does.

In addition, if the behavior of the main characters fails at being funny - as is the case here - then as a last resort we had better either sympathize with them and their goal, or despise them enough as true cinematic villains to make our nearly ninety minutes of watching them worth our time. Unfortunately, neither occurs.

Most of that's due to the way the characters are drawn and ultimately portrayed. Playing the Hearst role as filtered through a spoiled and nasty Hollywood starlet, Melanie Griffith ("Crazy in Alabama," "Working Girl") is initially somewhat fun in the role. Yet, the manner in which her character reacts after the kidnapping ruins what preceded it and is nothing short of painful to watch.

The same holds true for Stephen Dorff ("Blade," "Blood and Wine") as the titular character and head terrorist. Cult leaders usually have magnetic and/or hypnotic personalities that draw in their followers (unless their inability to do that is part of the intended comedy), but Dorff portrays none of that. While most comedies don't need as much character substance to get by as do dramas, the fact that we don't know anything about his character - nor care one way or another about him (other than finding him as an annoying, one-dimensional creation), ultimately only makes the film that much worse.

As far as the supporting roles are concerned, all of the characters are pretty much only given one-note characteristics that are presumably intended to differentiate them from one another and supposedly provide for some laughs. While the former works to a limited degree -- Alicia Witt ("Mr. Holland's Opus," TV's "Cybill") is a horny, former porn star and Adrian Grenier ("The Adventures of Sebastian Cole," "Drive Me Crazy") is her drug addict costar - most of the characters remain underdeveloped, instantly forgettable, and don't provide for many laughs.

That pretty much sums up the entire film as well. Starting off with a different, but not particularly spectacular premise, it goes nowhere but down from there and does so with alarming speed. Despite a halfway decent cast and the return of several regular Waters alumni including Mink Stole ("Serial Mom," "Crybaby"), Ricki Lake ("Hairspray," "Crybaby") and hostage turned actress "Patricia" Hearst ("Pecker," "Serial Mom"), the film fails on nearly every level.

As such, it certainly doesn't take long while watching this travesty before you'll hope that someone shows up and abducts the film, the projectionist, or you so that you won't have to keep watching it. Alas, that isn't likely to happen. The film rates as a 1 out of 10.