ATLANTA -The Wayans brothers Shawn and Marlon get in touch with their feminine sides and their funny sides in "White Chicks," a buoyant farce that's a lot more clever than you might expect.

Aside from the obvious fun of watching two quick-witted African-American males masquerade as flighty white females, the movie, directed by brother Keenen Ivory Wayans, tackles serious issues of gender, race and class and turns them upside down. The satire may be broad, but it can be wickedly funny at times.

Having fumbled a drug bust, FBI agents Marcus (Marlon) and Kevin (Shawn) are given one last chance. They're to protect the filthy rich, terminally vapid hotel heiresses the Wilson sisters, Brittany and Tiffany (Maitland Ward and Anne Dudek, good actresses and good sports), who could be the target of a kidnapping plot. And, yes, the resemblance to certain full-of-themselves, spoiled-rotten, real-life heiresses is absolutely on purpose.

The agents decide to stash the real Wilsons in a hotel room and go undercover, posing as the sisters, to act as bait. Through the miracle of falsies, latex and Revlon Colorstay, the new Tiffany (Marcus) and Brittany (Kevin) head for the Hamptons, where they try to fit in with the Wilsons' equally shallow pals and even shallower (and nastier) rivals. The movie revs up another notch when the real sisters finally make it to the Hamptons, too.

The proceedings are imbued with an amiable silliness. Everyone notices the Wilsons are a lot taller and don't seem to be quite as hip about fashion and gossip as they used to be. But the ruse works because - all together now - if it didn't, there'd be no movie.

"White Chicks" often makes obeisance to other classic drag movies. "Some Like It Hot" is evoked when a studly African-American athlete named Latrell (a shameless Terry Crews) falls for Tiffany/Marcus. So is "Tootsie," as the guys learn more about themselves as men (and become better men) by seeing how the other half lives - and shops. And, as in "What Women Want," which substituted ESP for drag, there are plenty of undergarment jokes."White Chicks" makes fun of the kind of chicks, white or otherwise, who dream of living the life of Paris. But it's never out-and-out mean, and the stupider cheap shots are kept to a minimum. The Wayans brothers are deft performers, and they're ably supported by a bevy of straight, well, women. "A Comedy of Errors" with a feminist twist, "White Chicks" is as outrageous as the escapades of the Hiltons, and a lot more appealing.