The HBO movie "Breast Men" shows remarkable restraint - it's just over 30 seconds before we first see them.

And a couple of minutes later, we see the men.If ever a movie screamed "made-for-HBO," this is it. Nominally a satiric comedy about the doctors who developed and got rich from silicone breast implants, at times "Breast Men" (Saturday at 10 p.m.) seems like little more than one long parade of bare bosoms of all sizes, shapes and descriptions.

We see them pre-implant and post-implant. We see them during implant surgery. (Yuck!) We see them after they've been disfigured by implants gone bad. (Double yuck!)

Many of them we see in a rather clinical, non-lascivious way. A rather odd fake documentary pops up between scenes throughout the movie - bared female torsos on display as the women (whose faces are out of frame) themselves talk about why they want implants and so on.

It's non-lascivious, but it's also rather completely exploitative.

Other scenes are entirely lascivious, with writhing bodies and strippers and steamy clinches.

Perhaps the producers were trying to make a point about nudity - how boring it can become in a relatively short span of time. But perhaps not.

Ever since it had big success - both commercially and critically - by satirizing big business in "Barbarians at the Gate," HBO has been churning out satires that are considerably less appealing creatively. And, while "Breast Men" has its moments, it's more in line with "The Second Civil War," "Weapons of Mass Distraction," and "The Late Shift" - occasionally clever but rather disappointing projects.

"Breast Men" is about a pair of losers who become winners, then losers, then winners, then losers. David Schwimmer of "Friends" plays another sad-sack, the rather lame young Dr. Kevin Saunders who, in the early '60s, appears headed nowhere.

He's an apprentice practice surgeon whose mentor, Dr. William Larson (Chris Cooper), is kind of a loser himself. Larson and other plastic surgeons are derided as "beauticians" by their wealthier, more successful colleagues.

Like many young men, Saunders is obsessed with the female anatomy. And he's also looking for a way to make a name for himself - not to mention a pile of money. So he comes up with the idea for breast implants.

Larson is skeptical but eventually comes around. He more-or-less appropriates Saunders' invention and cuts a deal with Dow Chemical to produce silicone breast implants.

It's a struggle at first, but the two doctors are soon rich and famous. That is, until their egos get in their way and they have a falling out. Larson takes the breast-implant high road, while Saunders travels the low-road - creating enormous bosoms for strippers. At least when he isn't snorting cocaine and cheating on his wife.

Of course, both doctors are headed for a big fall in the early '90s when silicone breast implants are linked to various ailments and Dow is forced into bankruptcy by the claims filed against it.

And there's even a perverse twist when Saunders finds a way to profit from that.

This is a movie with no one to root for. The two lead characters don't start out all that bad, but by the time they meet their ends you're glad to see them go.

And it's full of sad victims of breast implants - some all the sadder because they don't know they're victims.

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"Breast Men" also sets itself up to disappoint from the outset. It begins with this disclaimer: "The following is basically a true story, slightly augmented."

It's the sort of smirking humor that's found throughout the movie. But it's also an indication that much of what the viewers are about to see may not be true. And, apparently, a lot of "Breast Men" is complete fiction.

However, there's no way to tell what's real and what isn't.

Perhaps that's some sort of metaphor for the subject matter of the made-for-cable movie. But, then again, perhaps not.

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