HEAD OVER HEALS' plot could be played a number of ways from slapstick (think Lucille Ball) to terror (think Rear Window or Gaslight). The tone this version tries to strike is something like "date movie for teenage girls whose boyfriends love Adam Sandler." So what we get is some swoony romance, a lot of pratfalls, and intermittent gross-out jokes. For example, not once, but twice the snooty supermodels are trapped in the bathroom to no end of would-be comic chaos. The first time they are hiding out in Jim's shower while he has a post-pirogi visit to the bathroom. The models get to engage in frantic breath-holding and face-squinching. The second time they are in a restaurant men's room and listen to two plumbers engage in conversation misperceived as sexual before a toilet explodes. The movie's first ten minutes include two gay jokes and a crack about menopause, all of which, like the bathroom scenes, miss rising to the level of actually being funny.

The models are good sports and enjoy making fun of their image as vapid gold-diggers. Potter (the wife in Con Air and the girlfriend in Patch Adams) is pretty and appealing but she has no comic sparkle. The movie needs Meg Ryan or Jenna Elfman (and a better script). What we get instead is a standard-issue blue-eyed blonde with an acting range as narrow as her roommates' hips. Prinze has real star appeal, but deserves much better than this generic role.