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I can’t think of an outcast character in a movie prettier than James Marsden. In Disturbing Behavior (1998), the marble-jawed and Abercrombie-lipped actor plays Steve, a high-school senior who, at the beginning of the film, moves with his family to a fictional Washington town called Cradle Bay ostensibly among the San Juans. They’re living in the shadow of a tragedy: the suicide of his older brother. The move seems to be a way for the family to wash off, with Northwestern mist, the darkness of their native Chicago. But when a ferry worker brightly says that the family will love Cradle Bay so much that they’ll never want to leave, it sounds more threatening than reassuring. 

That ominousness manifests for Steve in the form of the Blue Ribbons, a clique at his new school that fulfills stereotypes of the “popular crowd” — predominantly blonde, white, scrubbed-clean types that cheerlead, play football, and cajole broken-spectacled nerds to boost their test scores — with such unsettling viciousness that there is conspiratorial talk among wallflowers that there is something genuinely sinister at work beyond teenage cockiness and monied backgrounds rearing their ugly heads. We see it in full force quickly. The movie opens with one of the Blue Ribbons’ members impulsively killing a girl he’s kissing and necking in his car at a romantic lookout point. Later, another member publicly beats a couple of lower-tiered peers to a pulp at a grocery store. That there are no consequences for either, and that people who join their club seem to completely lose the personalities they once had upon confirming their membership, is a tell. 

Steve befriends a trio of those aforementioned conspiratorial wallflowers — Rachel (Katie Holmes), U.V. (Chad Donella), and Gavin (Nick Stahl) — the movie distinguishes as edgy mostly by their appearance and arch manner of speaking. Rachel has a nose ring and a messy tangle of ratty braids, Gavin is long-haired, and U.V. is simply albino. Rachel uses “razor” in place of “cool” and one time cleverly classifies a Blue Ribbons member’s deranged outburst as “toxic jock syndrome.” Gavin prefers to communicate in long and grand monologues that seem, if not like expressions of his rigid moral compass, a couple steps away from the manifesto-like ramblings of a would-be school shooter. The dialogue, by screenwriter Scott Rosenberg, strains to be clever à la Kevin Williamson’s Scream movies and Joss Whedon’s whole thing — a couple of choice lines include “make like a tree and leave” and a character calling something decidedly mysterious and spooky “altogether ookie” — but struggles to ever actually be funny the way what it’s imitating could be.

Disturbing Behavior also struggles to actually be scary when it becomes clearer that what’s going on at Cradle Bay’s high school is not dissimilar from what was going on with the poor hausfrausen of The Stepford Wives (1975). It’s always watchable, but it also doesn’t particularly make you feel anything, except that Marsden is almost preposterously pretty to look at, that this storyline would be solid fodder for a latter-day Riverdale episode, and that the shivery and hazy Cradle Bay looks a lot less like Washington than Canada. (That’s because it is.) Much has been made of the fact that the finished product came after much studio interference in light of not-good test screenings. I’d be curious how much more those unreceptive test audiences like the movie their disdain spawned.