What can you say about a movie in which a young woman suffers cardiac arrest just so the medics can haul out the defibrillators, peel back her gown and afford the audience yet another peek at her breasts?

The movie is "Fear City," but the New York locale is closer to Sin City (as it used to be called in former mayor John Lindsay's day). Matt Rossi (Tom Berenger) runs the Starlite Talent Agency, which specializes in funneling fan dancers to the various topless and bottomless bars of Times Square.

Bottomless, indeed. As in how low can you get.

The women are stalked by an impassive killer (Jan Murray, well muscled clear to the part in his hair), skilled in the martial arts, who chronicles his murders in a journal titled "Fear City"; Rossi is stalked by an angry cop (Billy Dee Williams). The Mob (led by Rossano Brazzi) thinks Rossi is losing control. And indeed, he has gotten a bit lily-livered since he killed a fighter named Kid Rio (really, guys) and retired from the ring. Along the way, he tries to get back together with one of the fan dancers (Melanie Griffith), who has since taken up with another woman (Rae Dawn Chong) in a romance that dare not speak its name.

Anyone who can't figure out the rest probably deserves a movie like "Fear City."

As an exploitation film, "Fear City" certainly delivers. There's enough jiggling and wiggling to make a fleet of jellyfish cry uncle, as well as graphic slashings with razors, scissors, putty knives and samurai swords. All of which seems to have gotten to Williams, who moves through "Fear City" with an acute case of indigestion.

And to Berenger, too, who does a lot of brow-furrowed brooding -- he's not acting, he's modeling for Rodin. Chong and Griffith lead a fine supporting cast, including Michael V. Gazzo and Joe Santos (Dennis from "The Rockford Files"), none of whom is given anything to do. It's just pointless to assemble this kind of talent and not hire a good director, instead of the hapless Abel Ferrara (which may be a pseudonym, and with good reason).

Nicholas St. John's screenplay is crude hack work -- he hasn't got an original idea in his head. And there's something genuinely nauseating about the way "Fear City" traffics in women's bodies, alive and dead. Here's a movie with the mind of a junk dealer and a mortician's soul.

Fear City, at area theaters, is rated R and contains considerable nudity, graphic violence, profanity and sexual themes.