Beauty is the beast, when Nastassia Kinski matures from sex kitten to lean, mean leopard in the updated version of RKO's 1942 horror film "Cat People." Kinski, the pouty enchantress of "Tess" and "One From the Heart," slinks heavy- haunched after her prey, John Heard, who plays Oliver Yates, curator of the New Orleans Zoo. Kinski, as a 20ish virgin named Irena, arrives in the steamy Louisiana city to be with her brother, a bizarre minister named Oliver (Malcolm McDowell). Her first night in town, Oliver disappears for some tender victuals -- a prostitute he mauls early in the film. Unless cat persons have sex with members of their own pride, it gets messy. They must kill another human to regain their human form, a fact revealed to Irena in one of several dream scenes, set in an opulent, gaseous orange plain, with its central tree full of large, lounging leopards. Unfortunately, Irena falls in love with the zoo curator, condemning herself to a life of transmogrification, which naturally is much more upsetting for her than the loss of her innocence, the film's pivotal point. Director Paul Schrader, a specialist in gritty street films -- "Hardcore," "Taxi Driver," "American Gigolo" -- brings rugged tactics to this strategic moment in a woman's life, adding the erotic bonuses of bondage and bestiality. The sex, it seems, is not as explicit as he would have liked. Terror overwhelms it, for Schrader goes too far early on when a leopard rips an animal- keeper's arm from its socket. Though it doesn't get much bloodier, he's left with a nervous audience. The throbbing, urgent score by Giorgio Moroder, the cat jokes and the stylish look make "Cat People" a purrfectly good Meow Mix.

CAT PEOPLE -- At 15 area theaters.