Directed by Neema Barnette
Lions Gate, opens October 10, AMC Empire

It's admirable that this babes-behind-bars flick takes a lunge at the throat of the prison industrial complex. The story of corruption and abuse, narrated with sass by Da Brat, follows a group of yard scufflers who become righteous madwomen in Attica. But without a scorcher like Pam Grier, the sub-NYPD Blue dialogue and acting dilute what could have been a shrieking wake-up call about for-profit prisons. Most of that critique flashes by in Web articles that a quirky young guard (Mos Def) scrolls through. For all Brand's real-keepin', when our het-up heroines (LisaRaye and N'Bushe Wright) land in solitary in see-through undies, things start looking embarrassingly like an s&m-mag lingerie ad. LAURA SINAGRA

Directed by Mark Decena
Sundance Film Series, opens October 10, Loews 34th Street

Advertised as the first film to go through the entire Sundance "support network," from director's lab to branded Film Series, Mark Decena's romance has many gifts, among which is not the script. The premise (does modern neurochemistry debunk love?) is fresh enough, but too much would-be banter falls flat, and the story is woefully schematic, with one traumatic secret per lead. But Rand (John Livingston), who looks like a hangdog Ben Affleck, and the believably vulnerable Sarah (Sabrina Lloyd) make awkward reticence appealing, and San Francisco looks coolly stunning in high-definition video, all fog-shrouded Golden Gate and autumn dusk. Enhancing the visual interest are two computer animations, one the interactive bird character that Rand's ragtag A.I. firm is creating and the other, the film's most inventive touch, showing the hormonal fireworks set off by a guy smelling a chick's hair. ANYA KAMENETZ

Directed by Gil Portes
Sky Island, opens October 10, Village East

Modeled on such academy-based tearjerkers as To Sir, With Love, Dead Poets Society, and the Philippines' own pre-war evergreen Ang Maestra, Small Voices achieves pedagogical uplift without depicting anything like actual teaching. Instead, its rural Philippines educatrix heroine, Melinda (mousy Alessandra de Rossi), imparts lessons of self-esteem and stick-to-itiveness to her multi-grade classroom by enrolling them in a singing contest. She meets with resistance from parents, her cheapskate school administrator (Dexter Doria), and a nebulous rebel group, but triumphs. Take that, George Lopez. Yet despite its affinity for whimsy over realism, Small Voices effectively captures the embittered desperation and ragged dedication of its exploited teachers. Director Gil Portes avoids knuckle-rapping polemics while melding the melodramatic, crowd-pleasing narrative with broader social concerns. MARK HOLCOMB

Written and directed by Richard Day
IFC, opens October 10

Would that films could live up to their opening credits: As the title song chirrups and '70s silhouettes traipse, Girls Will Be Girls promises a chocolate box of charms. But viewers who bite in should be prepared for a chalky, bitter center—like a bonbon spiked with Maalox. In a candy-colored Hollywood, faded star Evie, sad sack Coco, and aspiring actress Varla share quarters. All three women are played enthusiastically and unremarkedly by men, Jack Plotnick, Clinton Leupp, and Jeffery Roberson, respectively. While cries of misogyny are unwarranted (it's clear that no actual women were harmed in filming), cries of "ewwwww!" are not. The situations begin tamely, but escalate to drunken vomiting and drugged rapes—all played for yuks. Or is it yucks? ALEXIS SOLOSKI

Written and directed by Terry M. West
Media Blasters, opens October 10, Videotheatre

An eccentric millionaire (is there any other kind?) calls ghostbusters in to exorcise his shadowy manse, which he says "makes Amityville look like a spinning teacup ride." Turns out the house was once an upscale brothel, and its former residents now haunt the premises in the form of insatiable, flesh-eating succubi. But this setup's merely an excuse for redundant scenes of satanic sybarites, hosed down in blood, writhing on pentagrams, and pulling their still-living visitors' guts out as an amuse-bouche. It's all gleefully over the top, but neither particularly campy nor scary. For those who like a little t&a with their blood and gore, however, Flesh for the Beast serves up ample portions of each. JORGE MORALES

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