HERBIE: FULLY LOADED (G, 101 minutes)

This "Herbie" -- a sequel to the "Love Bug" movies of the 1960s and 1970s about an anthropomorphic Volkswagen that thinks it's a race car -- is loaded all right. Unfortunately, it's with spare parts from dozens of other equally mediocre underdog sports films. The good news, and there is some, is that its target audience members (say, 5- to 6-year-olds) haven't lived long enough to have seen any of them. For anyone old enough to cross the street without holding hands, however, the movie's a reconditioned lemon trying hard to hide its flaws. They are, in no particular order of egregiousness: lame dialogue (credited to four people you never heard of); acting by stars Lindsay Lohan, Michael Keaton and Matt Dillon that, if not exactly wooden, at least smells of Old English furniture polish; styleless direction by Angela ("D.E.B.S.") Robinson; cheesy effects; a music score phoned in by Mark Mothersbaugh, whose work on "Rugrats" puts this to shame; and a supplementary oldies soundtrack so lazy it seems to have been cadged from a K-Tel Records collection. The plot (which, at 101 minutes, is about 30 minutes too long) concerns the discovery, in a junk yard, of a beat-up old VW named Herbie, whose past exploits as an unlikely racing champion are introduced in a retro-looking opening-credit sequence. Rescued from the crusher by Maggie Peyton (Lohan), the scion of a down-on-his-luck stock car racing team captain (Keaton), Herbie proves himself still capable of a little fight, when he trounces cocky pro racer Trip Murphy (Dillon) in a street race, leading to higher and higher-stake showdowns. Stalling the inevitable conclusion are a couple of complications: Maggie's dad doesn't want her to drive, even though it's in her blood, and Herbie almost bites the dust in a demolition derby after Maggie loses him to Trip in an ill-considered wager. Other than that, this race is fixed from start to finish, with the sure losers being all the parents whose kids will drag them to see this hunk of junk, held together by cliches and Turtle Wax. Contains the barest smidgen of mildly crude humor. Area theaters.

-- Michael O'Sullivan

A TOUT DE SUITE (Unrated, 96 minutes)

Benoit Jacquot's film is a fictionalized version of a true memoir by Elisabeth Fanger -- a cautionary tale of youthful love and its ruthless consequences. It's built around 19-year-old Lili (Isild Le Besco), a Parisian art student in the mid-1970s who becomes infatuated with a Moroccan boy named Bada (Ouassini Embarek), whom she sees in a nightclub. One dance to Diana Ross's "Theme From 'Mahogany' (Do You Know Where You're Going To?)" and it's love at first hug. Lili's devotion, true to teenage impulse, is total. But that intensity gets the road-testing of her life when she realizes Bada is a bank robber. Suddenly, she's an accomplice, giving aid and comfort to a wanted criminal. And after that, she's escaping to Morocco with Bada, his edgy partner and another girl, laden with stolen bank notes. The movie is a downward spiral, pretty much from the Diana Ross song. Ever on the run with Bada, Lili gets stranded in Greece and left to her own confused devices. How things end is the movie's only (and increasingly dwindling and gloomy) suspense. Le Besco has an amazingly shaped face that, alone, takes you through most of the movie. The other intriguing element is the black-and-white graininess, which ably evokes the era. But in the end, "A Tout de Suite" leads to not much more of a point than one woman's loss of innocence, much of it because of her recklessness and misapplied faith. Contains sexual scenes, nudity, some violence and obscenity. In French with subtitles. At Landmark's E Street Cinema.

-- Desson Thomson

AFTER MIDNIGHT (Unrated, 89 minutes)

Setting out to make a swoony paean to cinema is a little like setting out to be funny. Almost immediately, there's a sense that you're forcing the issue. It's as if you're hammering home the punch line in every line of the joke. Davide Ferrario's fantasy is about a shrinking-violet night watchman Martino (Giorgio Pasotti), who inhabits Turin's National Museum of Cinema, in the glorious Mole Antonelliana building. He watches Buster Keaton movies with a peculiar reverence that has more to do with writer-director Ferrario's passion than his own. The silent movie comedian -- Keaton, that is -- seems to speak (wordlessly, that is) to something in Martino's soul. But what exactly? Martino falls in love with a fast-food restaurant employee, Amanda (Francesca Inaudi), who is soon on the lam after dumping hot oil on her obnoxious boss. When Martino shelters Amanda in the cavernous museum, he sets himself up for an inevitable passionate confrontation; this in turn sets him up for trouble with Amanda's likable car thief of a boyfriend (Fabio Troiano). The movie is meant to evoke everything from Keaton's great silent era to the French New Wave. But its actual story, which apishly follows aspects of Francois Truffaut's "Jules and Jim," has such artificially created characters it's hard to get emotionally involved. They're part of a scheme with dramatic moments, not a drama. There are some passing visual pleasures in the film, but ultimately, "After Midnight" is so taken with its own love of cinema, it forgets to lead you down the necessary dramaturgical path to make you fall in love, too. Contains nudity, sexual situations, minor violence and some obscenity. In Italian with subtitles. At the AFI Silver Theatre.

-- Desson Thomson