How do you feel about breasts?

Odd question? I'm serious, though. If you can appreciate breasts, and we're talking BREASTS here, then odds are you will find yourself enjoying "P2," the first of the holiday horror flicks out of the gate this 2007 Christmas season.

While "P2" nearly collapses in its final third, the first hour of the film is a tension-filled and darkly humorous thriller that, with the exception of two rather gruesome killings, is a rather pleasing throwback to the old-school horror films that stressed anxiety and suspense over gore and exploitation.

"P2" takes place on Christmas Eve. Angela (Rachel Nichols) is the last one to leave her office building before heading to her family Christmas. Unbeknownst to Angela, however, she's been watched for months on the building's security cam by good-looking security psycho Thomas (Wes Bentley, the voyeur from "American Beauty").

Thomas is at first helpful, but when Angela declines his offer for dinner his ulterior motives are quickly revealed as she's chloroformed and wakes up in a white evening dress that leads us back to my original observation about breasts.

Angela's breasts, which may have been a more appropriate title for the film, are prominently featured throughout the film though, oddly enough, never actually revealed.

Gee whiz, I digress again.

Rather obviously, there's only so many ways to build a suspenseful horror flick in a parking garage and by the end of the film it becomes clear that screenwriters Alexandre Aja and Gregory Levasseur ("Haute Tension") along with first-time feature director Franck Khalfoun are starting to run out of ideas.

While the film's initial scenes are appealing, once the film moves past the psychological terror into the inevitable chase scenes through the garage's levels and hiding places it has become virtually impossible to not chuckle at the proceedings.

A huge part of the problem in "P2" is the almost laughably cartoonish performance of Bentley, who seems to do a 3-D version of his "American Beauty" character. In "P2," Bentley screeches and yelps and does weird things with his facial expression that elicited more laughs than gasps in the screening I attended.

Perhaps he just gets nervous around breasts?

Despite the camera's obsession with her physical attributes, Nichols (TV's "Alias" and "The Inside") is far more successful at capturing the psychological horror in a situation that has been the subject of many a person's fear in a dark, underground parking garage.

Khalfoun, despite the rather ordinary material, has an obvious knack for creating an atmosphere that permeates all the senses. The film's cinematography is appropriately claustrophobic, while the film's use of Christmas carols adds an unexpected eeriness to the entire scenario.

Unfortunately for Khalfoun, "P2" rests almost solely on the performances of Wes Bentley and Rachel Nichols. Since Bentley's performance falters greatly, "P2" itself is never able to rise above horror-schlock mediocrity.