An old-fashioned soap opera that plays out like a made-for-TV movie (albeit with R-rated sex, nudity and profanity), "Inventing the Abbotts" could be the pilot for a revival of "Peyton Place," with "East of Eden" overtones.

But whether it's worth your movie dollar depends on how appealing you find the stars, a bevy of up-and-comers . . . all too old to play high-schoolers.

The film begins in 1957 as lower middle-class brothers Doug and Jacey Holt (Joaquin Phoenix and Billy Crudup, respectively) are inexplicably drawn to the wealthy Abbott sisters, Pam (Liv Tyler), Eleanor (Jennifer Connelly) and Alice (Joanna Going).

They are all in high school together — except Alice, who is a bit older and about to marry a dull, high-society type. It's "practically an arranged marriage," we're told, in keeping with the Abbott's prim-and-proper lifestyle, keeping the family's sleazier goings-on in the closet.

One of those secrets has to do with Doug and Jacey's mother (Kathy Baker), a schoolteacher who has scraped along all her life to raise her sons alone. Despite gossip around town, the boys aren't quite sure what that secret is. (Though the audience will figure most of it out rather quickly.)

Nonetheless, it has left Jacey quite angry, and he is determined to get some kind of revenge by systematically bedding each of the Abbott girls. It takes time, and darned if he wouldn't marry any one of them if he could. But their father (Will Patton) isn't about to let that happen. Doug, on the other hand, is a bit eccentric, but a much nicer kid.

Meanwhile, Pam describes the girls this way: "Alice is the good daughter and Eleanor is the bad one, and I'm the one that just gets off the hook."

Director Pat O'Connor ("Cal," "Circle of Friends") attempts to explore questions of personal identity, sexual awakening and perhaps how the world has changed in 40 years — and the film does work best as a piece of nostalgia. But the territory it covers is far too familiar and there's nothing here that is particularly enlightening. (Worse, a voice-over narration by Doug is irritatingly redundant.)

The relationship between Pam and Doug is the most satisfying, and if the film had focused on them instead of meekly going after an ensemble feel, it might have worked better.

The only real teenager in the cast is Tyler, so it's not surprising that she also best suits her character. The others seem far too old (and in fact, all are in their late 20s), though Phoenix is convincing, and Going has sensitive charm.

But the cast member who really shines is Baker, best-known for her work in the TV series "Picket Fences." Baker's performance is the most rooted and realistic, while some other cast members seem to be replaying overly familiar characters from their own filmographies (particularly Connelly and Patton).

"Inventing the Abbotts" may leave you with the nagging feeling you've seen it all before. The R rating is for sex, nudity, profanity, vulgarity and some violence.