WHADDYA DO if yer Matt Dillon? Well, ya make yer upper lip sag a lidda bit like dis, den you lida cigarette like dis, an den you swagger over to Chi-town and play some dice -- as in craps.

As in "The Big Town."

Dillon is J.C. "Cully" Cullen, an Indiana kid who goes to late-'50s Chicago apparently to gamble and make like Marlon Brando. This means grappling with a bulgy-necked backroom craps owner (Tommy Lee Jones), a moll-siren who likes to put more than her glass on the bar (Diane Lane) and a blind, sorta twisted guy (Bruce Dern) who's looking for da guy who troo acid in his eyes years ago. "You're staring at me," he tells Cully. "Stop staring at me."

Screenwriter Robert Roy Pool heaves at you all the Chicago pulp he can -- although he spares Al Capone -- and manages to make the effort worthless. Add "Big Town's" collection of spotty characters (with motives murkier than the cinematography), cliche'-laden dialogue (from "We gotta get out of here" to "I can change, I can change"), abruptly ended scenes, no exposition when you need it, poor sense of drama (a deep breath), and you have something that should be pitched out into the alley behind the dingiest bar in town.

"Town" wants to evoke a sort of wide-lapel passion play, with nods perhaps to "The Hustler" and "The Natural." Cully carries the blessing (and a lucky dollar) of his Indiana dice-mentor Hooker, kind of his Obi-Wan Palooka. We never see Hooker in action, nor the "special relationship" between him and Buddy, but much is made of both. Cully joins a craps syndicate led by a husband-and-wife team (Dern and Lee Grant). Cully, who has to give them 70 percent of his winnings, starts playing in the Gem Club, a free zone where winner takes all -- as long as owner George Cole (Jones) gets most of it. Cully's successful arm gets Cole real mad. And Cully gets it on with Cole's showgirl wife.

There's a lot of talk about "da odds." And old men, hayseed punks, boxing-gym blacks and blue-collars all seem caught up in this mysterious world. But director Ben Bolt keeps his distance from these cigar-chompers who live for the tables. Plus, Cully knows he should be with Aggie (Suzy Amis,) the nice girl next door instead of that nasty showgirl -- but, as he keeps mumbling through his top lip, "I can't get dis girl outta my mind."

It won't be nearly as hard for you to get "The Big Town" outta yours.THE BIG TOWN (R) --

At area theaters.