There's an actor's adage, "Never work with children or animals." To that, we might want to add drag queens.

"Flawless," a coy seriocomedy distantly related to--but missing the sting of--"Kiss of the Spider Woman," reminds us it is the rare occasion that can't be spiced up by a female impersonator. Even a movie as corny, lesson-filled and improbably plotted as this one.

Robert De Niro, as a homophobic stroke victim, is fairly flounced off the screen by Philip Seymour Hoffman as a fey cross-dresser with a passion for rhinestones, teetery stilettos (size 13 wide) and fluorescent-orange wigs. Though the only thing the two seem to have in common is a limp--his leg and her wrist--the pair develop an unlikely friendship over the course of this intimate, character-driven film.

"Flawless" marks a change of scene for writer-director Joel Schumacher, the creative force behind star- and special-effects-propelled megillahs like "Batman Forever" and more recent thrillers like "8MM." Set in a moth-eaten residential hotel on New York's Lower East Side, the picture even has the look of a gritty independent film.

Walt Koontz (hard-working De Niro), a retired security guard, calls the place home as does Rusty Zimmerman (Hoffman), a flamboyant transvestite who plays mother hen to a noisy entourage of "girls." Rusty, a singer at a gay nightclub, is helping her friends rehearse for the upcoming Miss Flawless beauty pageant.

Koontz and the ladies engage in regular exchanges across the air shaft that separates their apartments. No matter what Koontz says, you get the feeling that he'd miss them if they didn't come back to outrage him anymore. Aside from a few old buddies and his tango partner at a seedy dance hall, he's retired not only from his job but also from his life.

Then one night, the neighborhood drug kingpin (Luis Saguar) and his thugs storm the building in search of a thief who made off with millions in drug money. When shots are fired in Rusty's place, Walt suffers a stroke while rushing to his neighbor's aid. Partially paralyzed and unable to speak clearly, he falls into a funk and refuses to leave his apartment.

It's no surprise when Rusty proves instrumental in both Walt's gradual recovery and his newfound sense of joie de vivre. At his doctor's insistence, Walt grudgingly hires Rusty to give him singing lessons in hopes of improving his stroke-slurred speech. After a stormy beginning, Walt comes to like Rusty as well as his friends: Cha-Cha (Wilson Jermaine Heredia), Amazing Grace (Nashom Benjamin) and Ivana (Scott Allen Cooper).

Together they join forces to rid the neighborhood of the drug peddler and his stooges. Yes, really. Fast-paced, action-type thrills follow. It would be nice if the violence were germane to the story--say, a bunch of gay-bashers try to beat up Cha-Cha and the others, and Rusty and Walt strap on their gun belts and kick some homophobe butt.

Rusty, fervently played by the hefty, chameleon-like Hoffman (the fat phone creep in "Happiness"), could sit on the villain and squash him flat. Rusty, however, is like the sensitive, endearing drag queens in "To Wong Foo, Thanks for Everything, Julie Newmar." That was a fairy tale for straight America and, like "Flawless," about as genuine as a cross-dresser's cleavage.

Flawless (107 minutes, at area theaters) is rated R for language and strong violence.