Disturbing Behavior (Widescreen/Full Screen)

This paranoia-fueled thriller, more intelligent and imaginative than you would have reason to believe, owes a huge debt to The Stepford Wives with its premise of a goody-good high school clique programmed by an evil doctor to be wholesome, academically driven, and shining examples of clean living. Unlike its predecessor, though, David Nutter's film opts to open up its premise for everyone to see, diluting the scares but amplifying the creepy atmosphere. There's never any question of what's happening to the students of Cradle Bay High, who go from being druggies and sex fiends to the academically excellent Blue Ribbons, but it's a lot of fun to see these programmed teens run amok--and start killing people--when their hormones kick in. And considering they're all horny teenagers, this happens, oh, at least a few times a day. Model-perfect James Marsden, with stunning cheekbones and piercing blue eyes, is the new kid in town who stumbles on the plot with a little help from metalhead Nick Stahl. Moody Marsden stirs up trouble when he refuses to join up with the Blue Ribbons, prompting his concerned parents to consider signing him up for the program, especially after it turns Stahl into a vest-wearing, pep-rallying brainiac. The satire isn't entirely fulfilled (the evil kids hang out at the yogurt shop and spout inspirational platitudes), but once the action kicks in it's quite an enjoyable ride, thanks primarily to Bruce Greenwood (of The Sweet Hereafter) as the mad scientist behind it all and Katie Holmes (Go) as Marsden's love interest. Refusing the advances of the star football player and fighting gamely alongside Marsden, Holmes manages to deck a few bad guys with a fervor that squarely puts her in Linda Hamilton and Jamie Lee Curtis territory. With Steve Railsback as the colluding chief of police and Dan Zudovic as a janitor with a penchant for getting rid of "rats," rodent and otherwise. --Mark Englehart