That would explain why I thought "The Devil Wears Prada" was the worst film of last year, and why I'm not exactly fawning over "Notes on a Scandal," a pungent little cup of bitter, toxic cattiness that, according to heaps of critical praise, is the most marvelous, deliriously entertaining girlfight since Bette Davis and Anne Baxter squared off in "All About Eve."

This time around, going at it are Oscar winners (and current nominees) Judi Dench and Cate Blanchett, two ladies whose respective reputations would suggest they wouldn't be caught dead in a tawdry, salacious melodrama like this. But the fact that Dench and Blanchett do star gives it a kinky, titillating appeal most critics have picked up on: "Scandal" is really just an opportunity to see two drama queens go at it.

"Scandal" has that great Dame Dench, truly selling the hatefulness as Barbara Covett, a schoolteacher who, with the help of her journal, keeps a running interior monologue of the scorn she has for her students and her colleagues. She starts looking on the bright side when Blanchett's naive art teacher Sheba Hart shows up. Covett becomes infatuated with her young, idealistic, willowy new friend, infatuated enough to look the other way when the married Hart starts a taboo relationship with a student (Andrew Simpson). However, when Covett starts relying on her pal a bit too much, and Hart doesn't return the gratitude, that's when the old crank's wheels begin to spin -- and the new bird's chances of winning teacher of the year become close to nil.

Based on a Zoe Heller novel, the competent "Scandal" ultimately fails to truly become the so-called nasty ride a lot of people are calling it. But it's not the actors' fault. Dench keeps the straightest -- and most contemptuous -- of faces, silently judging everyone she comes in contact with. And it's nice seeing Blanchett play a woman who's in touch with her obvious sexuality, a sexuality that may cause her to lose her job, her husband (the consistently underrated Bill Nighy) and her family.

Director Richard Eyre ("Iris") certainly maintains a classy focus amid all this luridness. Unfortunately, he's equipped with a couple of things that don't work in his favor: a Philip Glass score that got on my nerves (and yet, I can't remember a note of it); and a script by Patrick Marber, the feel-bad author of "Closer" and "Asylum." Marber keeps everything politely pessimistic until the third act, when everything comes to a screeching (and I do mean screeching -- most of the dialogue is either screamed or said through clenched teeth) halt. Instead of taking the film to a cynical, scurrilous peak, Marber's script has the movie simply sputtering to a close.

Maybe I'm taking "Scandal" too seriously, not recognizing it as the juicy piece of high, well-acted camp reviewers can't stop gushing about. But this movie could've been so much better. In fact, it already has been done better by Roger Michell, who directed recent Oscar nominee Peter O'Toole in "Venus" (which is scheduled to drop here next week).

Michell tackled many of the themes of "Scandal" -- May-December sex, same-sex obsession, disintegrating matrimony -- with striking, uneasy, utterly watchable skill in his one-two punch of "The Mother" and "Enduring Love" in 2004. Unlike those two movies, "Notes on a Scandal" is wrong, but not in that engrossing, intense, baby-mommas-try-to-track-down-their-kids'-fathers-on-Maury-Povich sort of way.

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