'Disturbing Behavior'

The teens of Cradle Bay High School display some "Disturbing Behavior." (MGM-UA) Director: David Nutter Cast: James Marsden; Katie Holmes; Nick Stahl; Ethan Embry; Bruce Greenwood; William Sadler Running Time: 1 hour, 23 minutes Under 17 restricted

They comb their hair, wear sweater vests and letter jackets, hang out at Roscoe's Yogurt Shoppe and hold bake sales to raise money for their community organization, the Blue Ribbon Club. They're like the kids from "Beverly Hills, 90210," but without the sex.

Two of these Pat Boone look-alikes are even overheard saying to an unkempt youth they have cornered in the hallway, "Why can't we help you with your math?"

Oh, the horror!

These are just about the scariest things you will encounter in "Disturbing Behavior," the disappointing adolescent thriller starring no one you ever heard of-unless you just got your learner's permit. Oh sure, people get shot and have the tar beaten out of them too, but that's normal for high school.

Steve Clark (James Marsden) is the new kid in town. He's not a bad kid, but he doesn't exactly fit in with the stoners, the skaters or the gear-heads. And he certainly doesn't fit in with the squeaky clean Blue Ribboners. Steve prefers to hang out with cynical outsider Gavin Strick (Nick Stahl) and the babe-o-licious waif Rachel Wagner (Katie Holmes).

But then one day Gavin turns up with a Howdy-Doody haircut and Dockers, clear evidence that he has become one of the pod people. Fortunately, before he went over to the other side, Gavin left a message on CD-ROM, exposing the whole fiendish plot (as if there's anyone left in the cast or the audience who hasn't figured it out by now).

It seems that a sinister grown-up (or is that redundant?) named Dr. Caldicott is behind some underhanded scheme involving the pineal gland and a bunch of other big words. At this muddled point, you can almost hear director David Nutter saying, "Quick! Let's cut to the next scene before someone realizes we don't know what we're talking about."

Evoking "Invasion of the Body Snatchers," "Night of the Living Dead" and "Village of the Damned" (among other things), "Disturbing Behavior" is stylishly shot but is never very scary or even gross enough to lift you more than a millimeter out of your seat. It is also often unintentionally funny, as when a Blue Ribboner named Chug (A.J. Buckley) seems to dance the hokey-pokey in response to high-frequency sound emitted by a pest-control device called the E-Rat-Icator.

"Adolescence is a minefield," says Dr. Caldicott.

Maybe so, but "Disturbing Behavior could do with a few explosions, or at least a couple of pimples on its implausibly perfect cast.    

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