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A mystery/thriller starring a gorgeous blonde in peril. A film in which a voyeur hero uses binoculars to spy on the neighbors. A major plot line that turns out to be a red herring. Where have we seen this before?

What lies beneath "What Lies Beneath" is a nifty little thriller, featuring a wonderful star turn from Michelle Pfeiffer, that borrows shamelessly from the Hitchcock canon and goes on about 15 minutes longer than it should.

Claire Spencer (Pfeiffer) seems to have a bucolic existence, including a handsome, loving husband (Harrison Ford, who seems to grow more wooden with each role) and a beautiful home in the Vermont countryside.

But guess what? Things aren't as they seem. Her daughter has just left for college, leaving mom teary-eyed and a little shaky. Hubby Norman is a little preoccupied with a research paper on genetics he's getting ready to deliver at a conference. She was involved in a nasty car accident about a year ago that left some emotional scarring. The new neighbors fight a lot - loudly.

And then there are these disembodied voices she hears around the house, picture frames that fall off the table, doors that close of their own accord and a bathtub that fills with water all by itself.

Norman thinks his wife just needs to lighten up, but Claire fears one of two things is happening: Either she's going crazy or their house is haunted.

Turns out it's the latter, and the green-eyed blond ghost seems to have it in for Claire. The ghost's reflection turns up in the water, she scrawls notes on a steamed-up bathroom window, she even takes over Claire's body for a while - and she's more sexually voracious than Claire. Lucky Norman.

But who is this lustful spirit? What does she want? Could it have something to do with the body Claire is convinced she saw being dragged out of the neighbor's house one night?

To say more about the twists and turns of "What Lies Beneath" is to say too much, for the film's pleasures derive from them (and here I exercise more discretion than the promotional trailers, which include way too much information.).

Suffice it to say that before the film is over, Claire must deal with marital infidelity, suppressed memory, a vengeful lover, a spouse with a secret and a psychiatrist who tells her to talk to a ghost.

Director Robert Zemeckis ("Forrest Gump," "Who Framed Roger Rabbit") takes the time to let the film unfold, and while the first half-hour drags - he expends too much energy trying to convince us the Spencers have a peachy-keen marriage - the pacing works far better once Claire's psyche starts becoming suspect. And in Pfeiffer's capable hands, Claire's descent into psychic instability is heartbreaking to behold; this woman has so much on the ball, yet none of that helps once her reality starts coming unglued.

Zemeckis knows his Hitchcock - "Pyscho" references abound, including Alan Silvestri's screeching-string score - but he and screenwriter Clark Gregg go places the master never ventured. For one, there's a supernatural element to the proceedings, which Hitchcock never would have allowed. And Hitchcock deplored whodunits.

Unfortunately for Zemeckis, he also seems to have paid attention to Adrien Lyne's "Fatal Attraction." How else to explain a prolonged ending in which seemingly normal people develop almost superhuman staying power? Until the last 15 minutes, "What Lies Beneath" is a well-paced maze that earns every gasp from its audience. But then, it's as though everyone decided it was time to goose the audience, rather then thrill them - a regrettable decision that may increase the film's shock value, but cheapens it overall.

'What Lies Beneath'

Starring Harrison Ford and Michelle Pfeiffer

Directed by Robert Zemeckis

Released by DreamWorks SKG

Rated PG-13 (Horror, sensuality)

Running time 135 minutes

Sun score: ** 1/2

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