(PG-13) 2 1/2 stars Hamlet in crayon with rats. Willard, a remake of the 1971 cult favorite, opens with a bang-up title sequence showcasing music and visuals reminiscent of Tim Burton back in the Beetlejuice days.

What comes next is promising.

Amidst great grimy gothic sets, the cast - led by legendary weirdo Crispin Glover and the always-imposing R. Lee Ermey - give highly stylized melodramatic performances, establishing a mood of amped-up gloom and doom. The acting and look reminded me of the first act of Joe vs. the Volcano, while the inventive, zippy camerawork and busy, cartoonish score continued to stir up welcome memories of the early collaborations of Burton and Danny Elfman.

For a while, Willard is big, overwrought fun. Alas, the production loses steam midway through, lacking the twists needed to keep matters interesting as the ultra-simplistic storyline trudges towards its obvious conclusion. A few nasty pleasures remain, but not enough.

I checked a few early reviews of the movie and the results were interesting. For the most part, the mainstream critics treated the film with contempt, while the genre and amateur reviewers embraced it with few complaints. Clearly, the new Willard is destined to be a cult hit, with fans feverishly waiting for a double-disc ultra-special edition DVD to pour over.

But attendance was sparse at the sneak preview I attended, despite the fact that a popular radio station sponsored the screening. Could it be that mainstream audiences aren't interesting in watching Crispin Glover commune with an army of rats?

Thankfully, the PG-13 outing is not a gorefest. Director Glen Morgan (making his debut helming a feature) and his producer partner James Wong (they previously teamed on Final Destination and The X-Files) studied Hitchcock's Psycho and The Birds while prepping for the film. As a result, we witness hordes of rats teeming over a victim without seeing exactly what is going on underneath the furry mass.

And we find out what Psycho would have been like if Crispin Glover had played Norman Bates. Trust me, no one would have checked into his motel. For those who may have forgotten, Glover gained fame as Michael J. Fox's mealy-mouthed father in Back to the Future, and became infamous when he appeared on David Letterman's old NBC show and abruptly chose to demonstrate his martial arts skills by aiming a kick at Dave's head.0

In the right setting, Glover's twitches, jerks and dramatic gestures can be effective. He was positively electric as a key player in the exceptional 1986 drama The River's Edge. But in the wrong setting, he merely comes off looking like a loon.

As Willard Stiles, he is a human caricature, a desperate, sweating, stammering soul living in a moldy old house with his mother (Jackie Burroughs), an ancient, vile creature who uses words like an ice pick, chipping away at what little is left of his self-esteem. Willard is nearly as miserable reporting to work at Martin-Stiles Manufacturing, founded by his late father along with his current boss, the monstrous Frank Martin (R. Lee Ermey, the drill instructor in Full Metal Jacket). Contractually bound to keep Willard employed, Frank does everything imaginable to bully him into quitting.

Life changes for Willard when he goes to the basement and befriends a rat, naming him Socrates. He soon meets Socrates' comrades, including Ben, a huge rodent given to hanging in the shadows and peering intently at Willard and Socrates. Could there be jealousy in those beady little eyes?

In short order, Willard begins training hundreds of rats to obey his commands. They learn to come, go and bite on his orders. Oh, what will Willard do with his creepy legion? And who will triumph in the power struggle between Socrates and Ben?

The story is presented with angst of Shakespearean proportions, which is fun for a while. The special effects are solid; whether through wrangling, animatronics or CGI, those rats look real.

There are great moments - hearing Michael Jackson croon "Ben," the hit Jackson Five song used in the 1972 sequel to the first film, over a loving boy-and-his-rat montage was a treat - but the novelty wears out well before the film wraps up.

Still, you have to give all the involved parties credit. Producing an entertaining remake of a cult film about a rat militia is an outlandish notion, and they nearly pulled it off.


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