Disturbing Behavior

After a family tragedy, Steve Clark is sent to live in the small coastal town of Cradle Bay, where the local high school is split into the usual social groups. One clique stands apart: a clean-cut, high-achieving set known as the Blue Ribbons, whose members seem unnaturally well behaved. Steve falls in with two outsiders, Gavin and Rachel, but Gavin's sudden transformation into a model student pushes Steve to dig into what is happening to the town's teenagers, a search that leads him toward the enigmatic Dr. Caldicott.

David Nutter directed the film, his second feature after Cease Fire and long before The Advocates, from a screenplay by Scott Rosenberg. James Marsden plays Steve, with Katie Holmes as Rachel, Nick Stahl as Gavin, Bruce Greenwood as Dr. Caldicott and William Sadler as Newberry. Produced by Armyan Bernstein and Jonathan Shestack, the film cost about 15 million dollars and took roughly 18 million worldwide, a modest return.

On IMDb it holds 5.6 out of 10 from nearly 25,000 votes, and on TMDB 5.8 from a few hundred. A critics' rating of 5.1 from 39 reviews places it close to the audience scores, suggesting broad agreement about the film's merits rather than a sharp divide.