If the beauty and the brutality of butt-kicking babes were the only criteria of film excellence, then Resident Evil: Apocalypse would get the highest rating. Milla Jovovich's plush, lethal lips! Sienna Guillory's supple, killer thighs! With one in a navel-baring mesh top and the other in a barely-there miniskirt, these lovelies are undressed to kill.

Those who want something more substantial from a movie than a vid-game script with centerfold appeal will not find it in this noisy, bone-crushing survivalist flick inspired by the Game Cube diversion.

RE:A, sequel to the 2002 original, returns to that 21st-century necropolis, Raccoon City (Toronto), a well-manicured burg plagued by Movie Virus, the disease responsible for the flesh-eating zombies of Dawn of the Dead and 28 Days Later, two infinitely superior films.

The virus is manufactured and spread by the Umbrella Corp., a multinational led by the nefarious Major Cain (Thomas Kretschmann), a major pain with a German accent. Though most of Raccoon City, including its K-9 unit, is frothing and ravenous, for unexplained reasons some of its residents remain uninfected. These include cop Jill Valentine (Guillory) and news hen Terri Morales (Sandrine Holt).

Then there is Alice (Jovovich), a onetime Umbrella Corp. security guard who emerges from the company's subterranean bunker infected but not contagious. In her system, the virus is a performance-enhancing steroid.

Even for one interested in bio-horror, RE:A is pretty generic stuff. It inventories popular fears without making a drama out of them.

Let's see if I can connect the narrative dots. The movie suggests that multinationals exercise too much social control, that pharmaceutical companies manufacture products that harm instead of cure, that some viruses and women cannot be contained.

Now about the last on this horror laundry list: Just who, exactly, is afraid of butt-kicking babes?

Contact movie critic Carrie Rickey at 215-854-5402 or crickey@phillynews.com.

Resident Evil: Apocalypse * (out of four stars)

Produced by Jeremy Bolt, Paul W.S. Anderson and Don Carmody, directed by Alexander Witt, written by Anderson, photography by Christian Sebaldt and Derek Rogers, music by Jeff Danna, distributed by Screen Gems.

Running time: 1 hour, 34 mins.

Alice. . . Milla Jovovich

Jill Valentine. . . Sienna Guillory

Major Cain. . . Thomas Kretschmann

Dr. Ashford. . . Jared Harris

Terri Morales. . . Sandrine Holt

Parent's guide: R (nonstop violence, profanity, nudity)

Playing at: area theaters