Long before he played a robot in Westworld, James Marsden fought against becoming a different kind of robot in Disturbing Behavior.
Image: MGM

In the wake of Clueless and Scream in the teen-culture explosion of the mid-to-late 1990s lurks sci-fi horror tale Disturbing Behavior, a movie that cherry-picks its influences and has some interesting ideas, but ultimately comes up pretty short. As a time capsule, though, it is undeniably fascinating.

By the time 1998 rolled around, grunge had faded and Britney Spears was music’s great new hope, but that didn’t stop Disturbing Behavior from setting up shop in the flannel-friendly Pacific Northwest, a convenient choice since its story requires a town set on an island that’s accessible only by ferry. New kid Steve Clark (James Marsden, who looks old enough to be graduating college) arrives in Cradle Bay, Washington, with his family, including a younger sister played by Katharine Isabelle (who’s done plenty since then, but is still best remembered for her role in a far superior horror flick of the era: 2000's Ginger Snaps). We learn in passing that the Clarks departed Chicago after the suicide of the family’s oldest son, Allen, a traumatic event that nobody dares bring up except for Steve.

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It’s understandable that the family would have trouble grappling with the tragedy, but it would stand to reason that the event would eventually be explored at least a little—but it never really is. That’s just one recurring problem with Disturbing Behavior’s script: emotional beats that should lead into huge, defining moments are reduced to a couple of lines of dialogue, and in this case, a couple of flashbacks framed as home-movie snippets. The fact that Allen is played by Ethan Embry—a recognizable face who was also the star of another 1998 teen movie, the rom-com Can’t Hardly Wait—feels like even more of a missed opportunity.

At any rate, Steve is already an unhappy camper when he shows up at his new high school, where he soon falls in with seemingly paranoid stoner Gavin (Sin City’s Nick Stahl) and the alluringly angry Rachel (Katie Holmes). The resident jocks display curiously elevated levels of obedience and school spirit, but Gavin insists there’s a grim reason for that: the popular kids, he says, have all been forced into a mind-control experiment designed to reform any teen with misfit tendencies.

Nothing to see here.
Image: MGM

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Though his rantings sound nuts, Gavin’s 100 percent right, of course. The movie makes zero bones about the truth; the opening scene shows a varsity meathead type snap into a violent rage, complete with blinking evidence of his brain implant, during a make-out session. But Steve remains skeptical for far too long, to the point where he fails to support Gavin at a crucial moment—making Disturbing Behavior one of those frustrating movies where the audience is always way ahead of the main character.

That would actually be OK if Disturbing Behavior had more time for its offbeat supporting characters. A much better version of this movie exists in a parallel dimension somewhere, in which the action unfolds from the point of view of the rat-hating school janitor, Dorian (William Sadler, a.k.a. Death from Bill & Ted’s Bogus Journey), who’s figured out that something rotten is afoot and is soon revealed to be the only non-villainous adult in the movie. Sadler’s campy performance is exactly what this otherwise overly serious movie needs way more of, but we barely get to know Dorian at all. He likes Kurt Vonnegut? Cool. Guess that’s passing for characterization here.

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Another stumble comes with Rachel, played by Holmes in one of her first big-screen roles after her TV breakout on Dawson’s Creek. We can see why Steve is drawn to her (nothing says “‘90s dream girl” like a snarl and a bare midriff), but we don’t learn anything about her beyond the very superficial.

Rachel: part rebel, part Delia’s catalog model.
Image: MGM

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Truthfully, there’s no time to do anything at all in Disturbing Behavior but watch Steve connect the dots. The movie zooms by in 83 choppy minutes, suggesting that someone high up the studio ladder stepped in after the fact and decided that brevity was more important than overall coherence. (If you watch the original theatrical trailer, it’s not hard to pick out multiple moments that don’t appear in the finished film.) A scene where Steve and Rachel easily infiltrate what’s presented as a psychiatric hospital filled with dangerous patients—and, after some screaming and running, escape just as easily, while Seattle band Harvey Danger’s “Flagpole Sitta” blares on the soundtrack—happens so fast you wonder why it’s in there at all, except to meet some “scary scene” quotient this would-be horror movie is otherwise lacking.

Looking at the names behind the production, you can’t help but think something better could have come out of all this. Director David Nutter is now widely known for his Emmy-winning work on Game of Thrones, but back in the 1990s his biggest credit was directing several X-Files episodes. Screenwriter Scott Rosenberg—whose recent works include Venom and the Jumanji reboot—was early in his career when Disturbing Behavior came out, but at least his script for Con Air gave its own eccentric characters room to breathe a little.

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Though its approach is utterly clumsy, the fears that Disturbing Behavior hopes to prey on are still very real. Anyone who’s suffered through high school knows that trying to fit in can be torture—and even if you’re confident enough to just do your own thing, you risk being targeted by anyone who can’t bear to see the status quo disrupted. Disturbing Behavior takes the cult of teenage conformity to the extreme and lays the blame not on peer pressure, but on parents, imagining a community of well-heeled moms and dads who are so wrapped up in having “perfect” kids that they allow a mad scientist (Bruce Greenwood) to Stepford-ize the brains of their offspring.

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That’s a concept that could have used more unpacking, but Disturbing Behavior is more concerned with sprinting to the finish line than digging into any of the multiple thorny questions that crop up along the way. Its horror contemporaries might have been just as forgettable—The Faculty, a similar school-set tale, was a cut above, but 1998 was also the heyday of predictable sequels like Halloween: H20 and I Still Know What You Did Last Summer—but Disturbing Behavior, whose story really wants to offer a youthful new twist on some classic sci-fi themes, had the potential to be something more. Instead, it feels more like someone wanted to cram as many 1990s trends as possible into a single movie.


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