Disturbing Behavior starring James
Marsden, Katie Holmes, Nick Stahl,
Tobias Mehler, Steve Railsback
Underrated
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 Nutters film opts to open
up its premise for everyone to see, diluting the scares but amplifying the
creepy atmosphere. Theres never any question of whats happening to the
students of Cradle Bay High, who go from being druggies and sex fiends to
the academically excellent Blue Ribbons, but its a lot of fun to see these
programmed teens run amok--and start killing people--when their
hormones kick in. And considering theyre 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 isnt entirely fulfilled (the evil kids hang out at the yogurt
shop and spout inspirational platitudes), but once the action kicks in its
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 Marsdens 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
Personal Review: Disturbing Behavior starring James Marsden,
Katie Holmes, Nick Stahl, Tobias Mehler, Steve Railsback
High School! Yay! If you're like me, you loathe the very mention of "High
School". The principal in charge of my school ran the place like a prison.
No pop machines. No soft drinks or candy allowed. Need to use the
bathroom? Tough. Go when you're walking to your next class. I won't even
get into the fact that when I turned eighteen at the beginning of my last
year I could legally smoke cigarettes yet for some reason wasn't allowed to

even OUTSIDE of the building without receiving some sort of punishment.
Of course, after the warden moved on a few years later, the kids there had
pop machines, candy machines, and could leave for lunch whenever they
felt like it. I'm not bitter about it, really. It's so far in the past that I laugh
about my experiences there whenever anyone mentions high school.
Which, fortunately, isn't often. My encounters with high school these days
largely come to me through movies. It looks like kids today have to go
through the same crud I endured years ago. I feel for them. My advice to
these poor souls: gut it out. Life gets much, much better in a few years.
None of this nonsense has much to do about anything except to serve as a
rather lame introduction to my review of David Nutter's 1998 film
"Disturbing Behavior". The movie introduces us to Steve Clark (James
Marsden), a young man moving into the small town of Cradle Bay and
trying to navigate his way through the social hell that is high school. He
quickly meets up with two important characters: Gavin Strick (Nick Stahl)
and Rachel Wagner (Katie Holmes). These two kids definitely look the part
of outsiders. Strick mumbles a lot and has that old soul look, and Wagner
dresses in black and sulks all over the place. Still, the two provide our hero
with plenty of information about the various goings on in Cradle Bay High
School. In one scene early on in the movie, Strick sits with Clark in the
cafeteria and provides a quick run down of the various social cliques. The
stoners, car lovers, nerds...you get the idea, except he has different names
for them. Gavin makes sure to point out one group in particular, a
collection of neatly groomed youngsters he calls "Blue Ribbons". They're
the upright, popular kids who also excel in school.
But something is horribly, terribly wrong with the members of the Blue
Ribbon gang. Let's call them a cult, actually. As Steve Clark soon learns,
the town fell under the sway of one Dr. Edgar Endicott (Bruce Greenwood).
He developed a plan, a behavior modification plan, that promises to
transform troubled kids into straight arrows. Sounds great, doesn't it? Most
of the parents in Cradle Bay think so. The Blue Ribbon cult keeps getting
bigger and bigger as more kids fall into the orbit of Endicott's program.
There's just one LITTLE problem with the new in crowd. The members
have a tendency to erupt into cyclones of violence at the drop of the hat,
usually when something excites those darn teenage hormones. Witness
the carnage that takes place in a supermarket in one scene, and I think
you'll agree that something isn't right here. Clark launches an investigation,
spurred on by Gavin's sudden conversion into a Blue Ribboner, and what
he finds isn't pretty. Endicott, with the help of Officer Cox (Steve
Railsback), is performing bizarre experiments in the field of neurology. I
think it's safe to say that brain surgery, behavior modification, and raging
hormones lead to one heck of a conclusion.
"Disturbing Behavior" is a lot of fun. The movie achieves heights of
ridiculousness, especially during the grand finale, but that didn't stop me
from grabbing on to this sucker's horns and riding it until the gruesome
end. Let's run over the positives real quick. One, Katie Holmes. She's

smoking hot in this film. I've always had a soft spot in my heart for her, but
she attains heights of foxiness here I never imagined. Simply gorgeous. It's
painful to think she's glued to Mr. Xenu in real life. Two, Nick Stahl is a
really good actor. He can take something as goofy as "Disturbing
Behavior" and sell it to the audience. Third, what's up with Hollywood and
janitors? Between the guy in "The Breakfast Club" and the janitor here that
lends a helping hand to Steve and his buddies, Dorien Newberry (William
Sadler), it's obvious Tinseltown has a love affair with those pursuing a
career in the custodial arts (a nod to Bender there). Four, and finally, it's
nice to see Ethan Embry and Katharine Isabelle in small supporting roles.
Now let's peruse the negatives. There aren't any, really, unless you count
the film's short runtime. "Disturbing Behavior" clocks in at a paltry eighty-
four minutes, including credits. Ouch!
The "Disturbing Behavior" DVD contains mucho supplements. We get a
music video from The Flys, a commentary track featuring director David
Nutter, an alternate ending, and eleven deleted scenes. That's a lot of
deleted scenes! They should've just plugged them back into the movie to
up the runtime. Anyway, I enjoyed this movie immensely. I remember
when it came out back in the late 1990s, and I remember it tanking fast, so
I put off seeing it until now thinking that it must have really stunk. The
returns were so low that David Nutter has done nothing but television work
since the film came out. Well, the critics and theater audiences were
wrong; it's a great, entertaining horror flick filled with violence and heavy-
handed messages about social conformity. In other words, it's high school
with Katie Holmes. By the way, did I mention Katie Holmes is smoking hot?
Good. I give this movie five stars. I give Katie ten stars. Good flick.
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