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Okay, you knew everyone in high school was just a little different: everyone looked at you strangely, the teachers were freaky, and you never could find the right groove to fit into. What if it turned out that it was all because your school was inhabited by creepy aliens from outer space? That's the enjoyably cheesy B-premise for this fun and y flick from the pen of Scream's Kevin Williamson, the master of the post-modern teen horror film. Directed by Robert Rodriguez (El Mariachi), it's The Breakfast Club meets Invasion of the Body Snatchers, as six disparate students from Herrington High School band together when they discover that an alien life form is invading both the student and faculty bodies, with plans to take over the world. Each of the heroes represents a different high school type: popular babe (Jordana Brewster), picked-on geek (Elijah Wood), goth girl (Clea DuVall), sensitive jock (Shawn Hatosy), new kid in town (Laura Harris), and bad-boy rebel (Josh Hartnett). The plot isn't much--a basic kill-or-be-killed premise spiked with a y of paranoia--but Willliamson and Rodriguez do a great job of building the tension slowly but surely. The suspense set pieces are genuinely frightening, and the film pokes fun at itself without deflating its es; Williamson is a master at shifting gears from comedy to horror quickly and adroitly. The young cast doesn't have a weak link among them (with special kudos to Wood, DuVall and heartthrob-in-the-making Hartnett), and Rodriguez gets maximum mileage from the titular faculty, which includes Jon Stewart, Piper Laurie, Salma Hayek, Bebe Neuwirth, and Robert Patrick of Terminator 2. Go to the head of the class, Mr. Williamson. --Mark Englehart