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IT BEGINS with three middle-aged women speaking to the camera, documentary-style, each describing their deceased husband. A fresh-faced, talented singer and performer. A strung-out junkie who used his body as a pin cushion. An Army veteran who tended a garden and spoke of starting a family.

And these three women couldn't be more different, either. A successful singer at the end of a successful career. A just-sprung-from-prison shoplifter and welfare mom. A Southern schoolmarm.

But these women have an unknown shared history -- they are each the surviving widow of '50s pop sensation Frankie Lymon.

"Why Do Fools Fall in Love" is the story of these wildly different women and their court battle to determine the rightful heir of Lymon's estate.

But "Fools" is also the doomed, stranger-than-fiction tale of three women hopelessly in love with an ultimately unhappy man. The kind of challenge few women can walk away from.

As each woman testifies in court, we are taken back and shown how she met Frankie Lymon, how she fell in love with Frankie and how she was left by Frankie.

At just 13, Frankie Lymon (and the Teenagers) released "Why Do Fools Fall in Love," which became a huge hit for these street kids from Harlem. Played by newcomer Larenz Tate, Frankie's good looks and amazing stage presence launched him to the the top of the rock 'n' roll charts. Screaming fans mobbed his appearances. He played grand, Sheas's-like theaters.

Frankie was at the top of his career when he met Zola Taylor (a glamorous Halle Berry), the girl singer with the Platters. No stranger to the fast, flashy life of show biz, Zola nonetheless is smitten like a schoolgirl. Frankie and Zola's relationship became apparent as the addictive kind you neve quite get out of your system. Tate and Berry have a great-balls-of-fire chemistry that pleased the female members of the audience just fine.

As Frankie's career starts to take a nose dive, he helps Elizabeth Waters (a gritty Vivica A. Fox) as she's helping herself to some merchandise in a department store. Another tough, street-smart woman falls, doe-eyed, for this charismatic charmer. But as Frankie now gets his highs from heroin and not from singing, this union has disaster written all over it.

Tate is a nimble actor, and fun to watch. He manages all of Lymon's personas with ease -- the joyful performer, the violent addict, the has-been reduced to playing gigs as a blast-from-the-past novelty act. He practically effervesces, and is mighty easy on the eyes, to boot.

Frankie is drafted into the Army in the mid-'60s and while visiting an Army buddy is introduced to Emira Eagle (Lela Rochon), a virginal schoolteacher. But vegetable gardening and church on Sundays just aren't enough for Frankie.

The courtroom testimony reveals more than just the checkered love life of first-rate barracuda -- the racial climate and sleazy business practices of the early days of rock are also brought to light. The contradiction between the mega-talented black artists and the white-only crowds who could afford concerts and records is disheartening. And the white record execs (namely Morris Levy of Roulette Records) who got the lion's share of the profits are just plain slimy.

The three female leads are adroit as Frankie's fools -- widows, I mean. But the script tells the wrong story. As interesting as the tangled web of marriages is, it is the story of Frankie Lymon that begs to be told. The rise and fall of a dirt-poor kid with an appetite for fame, women and drugs is far more compelling than the tale of three bickering gold-diggers. (I mean, how much can you take of "I'm Mrs. Frankie Lymon!" "No, I'm Mrs. Frankie Lymon!"?)

The tedious courtroom scenes are overdocumented but livened by the fabulous Little Richard, playing himself, who punctuates his every paragraph with a piercing "Whooooo!"

What will win fans for "Fools" are its splashy visuals and even splashier soundtrack. The costumes and sets burst all over the screen. The whole thing looks like a cartoon come to life.

But when you look deeper, you see that these heartbroken women are not really fighting for the right to Frankie's money but the right to be Frankie's wife -- his real wife.

Why Do Fools Fall in Love
Rating: **
The story of '50s doo-wop singer Frankie Lymon and his three wives. Rated R, opening today in in area theaters.

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