Disturbing Behavior (1998) - Disturbing Behavior leads to a good time.

I first saw this movie in the theater having been enamored with Katie Holmes.

Having viewed this movie again recently, I appreciate the sci-fi references to the "Stepford Wives". This one has a surprising twist and a soundtrack that will rock you all the way after you've left the theater. This local cult in the Northwest takes misled youths and transfers them to model citizens with a few side effects, such as long bouts of staring and a keen sense for evesdropping. These well behaved students are now part of the “Blue Ribbon” teenagers which brings us to the teen take on the “Stepford Wives”.

James Marsden shows his matinee good looks in this and why audiences used to refer to him as Generation X's next James Dean. Nick Stahl, William Sadler, Ethan Embry, Bruce Greenwood, A.J. Buckley, Brendan Fehr, Carly Pope and a soon to be who’s who from the screen of the 90s generation.

Directed by David Nutter with flair, the script falls a little flat but the movie is still a good ride.