In "Cecil B. DeMented," a gang of underground-film kids led by Mr. DeMented (Stephen Dorff) captures stuck-up movie star Honey Whitlock (Melanie Griffith) and forces her to star in the kids' no-budget movie. Dorff, who has "Otto Preminger" tattooed in Gothic script on his forearm, is a rebel nut case who's ready to sacrifice his life to bring down mainstream cinema, which Honey represents in a big way. "One day you'll thank me for saving you from your bad career," he tells her, a howlingly obvious echo of the way the Symbionese Liberation Army tried to save Hearst from being a tool of the establishment by making her a tool of its own.

But "Cecil B. DeMented" isn't in poor taste at all -- well, OK, that's if you discount the scene in which a porn star coos with delight as a gerbil wriggles up her ass. "Cecil B. DeMented" may look like "Natural Born Killers" with movie cameras and clapper boards instead of guns, but it's cheerfully free of nihilism and despair. This is a sweet-spirited movie about a nice bunch of kids having good clean fun (only one of them ever shoots up), something like Waters' own "Hairspray" reimagined by Quentin Tarantino if he had a better sense of humor. It's just like Waters to write and direct a billet-doux, and "Cecil B. DeMented" is nothing if not a billet-doux disguised as a garish exploitation flick decorated with glimmers of sex and violence.

Before we go any further, it's important to note that the Hearst parallel is milked with such excessive good humor that by the picture's end it registers as anything but tacky. (Hearst has appeared in several of Waters' films, and she has a role in this one as well.) The Hearst conceit, beautifully executed as it is, is just a framework for Waters to hang his devilish ideas in. "Cecil B. DeMented" is clearly Waters' homage to the meat grinder of good movies and bad, schlock and art that made him what he is today.

Waters, a Baltimore native who got his start making movies on the run with virtually no money and even less shame, treats Cecil's outcast posse, known as the Sprocket Holes, like a group of gifted runaway teens. They all live together with Cecil in an ultramod Baltimore pad, decorated with tattered film memorabilia and other objets -- it looks like a cross between the Beatles' house in "Help" and the set of the "Banana Splits." And they're all hardcore movie fans, each one marked with a tattoo proclaiming an affinity for a director. Raven (Maggie Gyllenhaal), the cheerful Satanist makeup artist (she wears a T-shirt that reads "I [heart] Satan"), has "Kenneth Anger" marching across her sternum. Porn star Cherish (played with dazzling, gutter-mouth charm by Alicia Witt) is adorned with "Andy Warhol" (though "Russ Meyer" would have been an equally good choice). Lewis (Larry Gilliard Jr.), the staple-gun-obsessed art director, sports "David Lynch," written out with one letter on each knuckle à la "Love/Hate" on Robert Mitchum's hands in "Night of the Hunter."

The in jokes for movie nerds fly fast and furious, and Waters -- despite the fact that his timing often tends to be lax -- works them so broadly that just about every one of them sings. One of the characters in the gang's movie-within-a-movie is the owner of an art house cinema who's too excited about his retrospective of a famous Italian director to countenance the idea that his theater is facing bankruptcy. "What?" he asks rhetorically with unvarnished anguish and bewilderment, "Pasolini's playing and we have an empty theater?"

Waters (working from his own script) is shameless in the way he lampoons not just the stupidity of Hollywood fare but also the sanctimoniousness of the indie-film community. Dorff, wandering around his movie's set in a modified straitjacket, its sleeves and straps dangling, makes for a very cheerful and charming cult leader -- he's got just the right moonbeam glint in his eyes. The fact that he doesn't care if his artistic statement makes money, or even if he dies in the process of making it, is coded not so secretly in his Charles Manson-like proclamations: "I'm a prophet against profit" and, my personal favorite, "We believe technique to be nothing more than failed style."

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