Plot Details: This opinion reveals major details about the movie's plot.

If anyone accuses James Gunn of straying too far from his roots, let that person be considered brainwashed. Surely a man who loves to play around with the absurd as well as the creepy, it's no surprise that Gunn, who scripted 2004's surprisingly potent Dawn of the Dead redux, started at the Troma Team school of filmmaking. Troma is, of course, where a low budget, copious nudity, graphic violence, and extreme outrageousness are all in a day's work. He may have gone on to write the two Scooby-Doo films, but I can forgive that based on the evidence of his more hardcore screenplays, which run the gamut from the blood-soaked Bard-baiting bustle of Tromeo & Juliet to the ghoulish and giddy Dawn.

But working as writer and director on SLITHER (Universal Pictures/Gold Circle Films; rated R for strong horror violence and gore, and language; 96 mins.; released in theaters March 31, 2006), Gunn nearly manages to make the best studio-promoted B-movie of the new millennium, worms and all.

Of course, if you are like Gunn and/or me, you've seen everything that has influenced this movie and can wrap your sick head around the various shout-outs and references to horrors past. A wino character in a small sequence is played by Lloyd Kaufman, the founder of the mighty Troma, whose all-time classic picture The Toxic Avenger is seen on a TV set in a short clip. A bar is named after Frank Henenlotter, who previously mined creepy-crawly delights with Elmer the phallic drug syringe in his notorious Brain Damage. The whole device of slugs entering the mouths of their hosts: hello, Night of the Creeps! Of course, you can have fun also noticing where similarities to Shivers (the Cronenberg film from '75), The Blob, Invasion of the Body Snatchers, Alien, Tremors, Arachnophobia, and maybe even Brian Yuzna's Society(!) come into play.

But SLITHER is thankfully a little more than just the sum of a fan's in-jokes. Infused with black (and red) charms that cause chuckles as well as gapes, SLITHER marks its own territory in a modern horror lexicon too pent up with grind house grisliness, teenage slaughter and little girl ghosts. Gunn's movie is the proverbial parasite invading the withering old body of Old Man Terror, and mutating it into something sickening yet cool.

It opens well enough as a meteorite burns through the atmosphere of earth and crashes in the podunk Everytown of Wheelsy, NC, where the mayor, Jack MacReady (Gregg Henry) is a hard-drinking a-hole prone to accidentally spouting obscenities in front of children, and buck-hunting season is the call for everyone to do-si-do with rifles in the air. Meanwhile, quaint sheriff Bill Pardy (Nathan Fillion, known best as Mal, the brash captain of Joss Whedon’s Serenity) pines for the lovely schoolteacher Starla Grant (Elizabeth Banks, last seen as Beth the bodacious bookkeeper in The 40-Year-Old Virgin), who is wed to Grant Grant (Michael Rooker), a wealthy man happily devoted to Starla, but driven away from her after she isn't in the mood for some late-night love action. He goes to a karaoke bar to drown his sorrows, scoping out the lonely old man with a table full of peanuts whilst an entranced woman screeches out Boy George's "The Crying Game."

Before you can say "Ug," he's out in the woods with a woman named Brenda (Brenda James) who has been crushing on him for a while, only to be distracted by the slimy remnants of that damned space rock. The moment he pokes at it with a stick, you realize he's just opened a can of worms, or more accurately a sharp needle that injects him with an alien slug that goes to his brain and begins to slowly transform the poor guy. Starla barely notices her husband's change, as she is quick to make up with him to the sounds of Air Supply's "You're Every Woman in the World" the next morning. Grant starts a steady diet of raw meat, moving from the butcher's counter to the basement of his own house, where he has stored his own dead animals.

By the time truly Starla catches on, Mr. Grant has become the human squid, covered in rashes and oozing pus as he escapes following the heroic arrival of Bill and several other officers. Starla convinces Bill to take her along on a hunt for Grant and Brenda, who was at last raped by Grant via a pair of nasty tentacle-like extrusions from his chest and has now taken on the shape of Violet Beauregard, albeit much more gruesome. She hatches, and thousands of nastly little slugs start wriggling about looking for the nearest person to poison. In no time, the town is overcome with zombie-like beings who spit acid and start voicing the thoughts of their master, Grant, who tries to convince Starla to remain his bride in unchangeable sickness.

SLITHER moves at a quick pace, despite a rather slow first act build that is meant to (and does) engage us with our characters, who have been performed well enough by a cadre of fine actors. The movie doesn't exactly score much in terms of dialogue unless any character blurts out a curse, at which times the movie becomes outrageously funny (an elderly cop shows up as slug bait, but notices of Grant that he looks like something that "fell off my d*ck during the war"). But then the movie becomes slickly unnerving in that kind of sensual, skin-tingling way, with the second and third acts giving way to tense set pieces involving escapes from the mind-controlled masses and attempts to rescue various companions, particularly Starla, who falls into damsel-in-distress mode by the time our heroes seem well on the road out of town.

In fact, the movie's reliance on the old device of small towns being ravaged by ALFs bent on world domination requires of Gunn and his crew what most other films need in order to be worth the viewing experience: a whole lot of pleasures, particularly the ones Gunn should already be familiar since his heyday at Troma. Unfortunately, with nudity being practically a non-entity (although the cute Tania Saulnier, who plays the teenage victim who survives a slug raid in a bathtub to help guide Sheriff Pardy, does come close to fearlessly displaying doffed goods), the ribald dialogue, slimy sequences of terror and moments of gory SFX are this movie's selling points and, needless to say, they do deliver, albeit in fleetingly glorious spurts that aren't memorable, but diverting nonetheless.

What keeps the movie rolling along with your enthusiasm in tow is its sense of anarchic fun, a mechanic shared by another one of this movie's rather superior influences, Peter Jackson's Dead-Alive. The movie makes 96 minutes work well with a zesty pacing that simply throws stuff at you left and right. At one moment, the cops are charting Grant's path with little red squid stickers on a map, the next a poor cow is getting its throat sliced by the monstrous remains of Grant. When Sheriff Pardy manages to evade a crowd of monsters, he gets attacked by a possessed deer that tries to ruin his chance at arming himself for the rescue of Starla.

Throughout it all, the performers seem to have fun with the material, treating it with the right mix of deadpan satire and vicious seriousness. Nathan Fillion, in particular, is a man who has the potential to be either leading man material or a B-list darling a la Bruce Campbell. Having already shown his way with one-liners before with Whedon's creations, Fillion even manages to beat someone like Matthew McConaughey at his game in terms of laid-back charm. Elizabeth Banks has proven fetching in every almost movie I've seen her in, and this is no exception. Playing perky but with a type of conviction that would make her a nice Hitchcock blonde, Banks easily takes Starla along the emotional roller coaster that comes when a blessed union is tested by unseen forces of extraterrestrial nature. In short, she's good. Michael Rooker and Gregg Henry have fun feasting on the scenery with every chance they get, their consummate professionalism put to entertaining use. Rooker plays up a sympathetic monster who is also a rather nasty one, and Henry takes the doofy authority figure to inspired levels of oddball hilarity (at one point, he even calls a fellow fighter a "lesbo" but admits he's proud to stand alongside her).

SLITHER is presented in a fitting digital transfer which brings creepy detail to all the CGI-slugs and mutilated animal corpses. Colors are positively vivid throughout, with nighttime sequences only exhibiting a slight degree of inky murkiness (some of the shadow detail also seems a bit undernourished). The anamorphically-enhanced 1.85:1 widescreen picture is devoid of any real flaws, and nary a speck or instance of grain could be seen. The Dolby Digital 5.1 soundtrack (also available with French and Spanish dubs) is also precise enough in conveying a creepy atmosphere, with all the grotesquerie matched by crisp sound effects that manage to help you interpret in your mind the sight of a cow being gutted by an alien (not a pleasant sight, to say the least). Dialogue and music have proper clarity, utilizing the rear surrounds with not a whole lot of activity but thankfully not taking them for granted. The optional subtitles are in English, French and Spanish.

The single-disc platter is chock full of raw, tender cutlets of cool. Kicking things off is audio commentary by James Gunn and, via phone line, Nathan Fillion. Gunn admits that in the back of his mind, he wasn't intentionally making a B-movie, instead drawing from a vision he had of a slug and filling in the blanks with references and nods to his favorite horror films, including John Carpenter's "The Thing" ("the Bible" of the movie, according to Gunn). Gunn is never a boring yakker, which means that plenty of insight and recollections are to be found within the feature (he isn't too proud to admit the zombie deer effect kind of sucked). Fillion, on the other hand, furthers my claim that he is the Canadian equivalent of Bruce Campbell, coming up with a lot of his own wisecracks and anecdotes that are nothing short of endearing. Here's hoping these guys reunite in the future.

Video-based supplements begin with the ten-minute The Slick Minds and Slimy Days of SLITHER, a brief if charming short feature that goes into Gunn and the gang's homage for old school horror (the viewer also gets clearer shots of some of the references, including the stores named after horror characters R.J. MacReady and Max Renn) as well as some of the casting issues. Unlike most EPK featurettes, the behind-the-scenes footage and interviews help to enforce the playful atmosphere with which the film was made in a very appealing way to the home audience. Needless to say that the principal actors as well as their director have their wits tuned pitch-perfectly, and even for such a meager bonus, it leaves one hungry for more.

More is what you get with Bringing SLITHER's Creatures to Life, which lasts roughly 19 minutes and has more talking head and B-roll material. This feature in particular dissects several certain visual effects and character designs, from the final design of the "Grant Monster" to the slugs used Kylie's attack scene to the gigantic Brenda flesh balloon, nicknamed "James & The Giant Peach" by the FX artists. As an onscreen subtitle explains how this special effect needed to be tested at an airplane hanger, Gunn conducts a cruel chat with in-costumed actress Brenda James that reveals how the actress failed to see into what "prosthetics" would be applied to her until she read the entire script on the airplane trip to L.A.

Further trips on the set of the film are featured in a pair of video diaries. Slithery Set Tour with Nathan Fillion finds the captain of Serenity manning the handheld for a goofy impromptu tour of the set, wherein Elizabeth Banks displays some of the photos used as scenery for the Grant household set and Mr. Gunn reveals his fear of Groucho Marx impersonators (stay until the end for a gloriously sick allegory from the director). Here we see the first bits of an in-joke involving Who Is Bill Pardy?, which is also the subject of another short feature which contains outtakes and on-set chatter about Fillion and his character. The King of Cult: Lloyd Kaufman's Video Diary lasts a few minutes longer and features the genial Troma honcho arriving on the set, hanging out in his trailer, getting into make-up and doing his cameo as "sad drunk," which features some dialogue which was excised from the final cut. We also get to see more of Jenna Fischer, Mr. Gunn's wife and star of NBC's "The Office."

Visual Effects: Step by Step is a 5-minute reel of a dozen small sequences being deconstructed to show the various steps taken into integrating motion footage and CGI to create some of the more elaborate slug sequences. Kurt Jackson demonstrates how he made the gore for SLITHER using hot water, corn syrup, chocolate syrup and red dye in Gorehound Grill: Brewin' the Blood. There is also an eight-minute gag reel featuring several funny enough flubs.

Lastly, the disc presents eight deleted scenes and four extended scenes, all of which fill seventeen minutes in total length and can be viewed with or without commentary by James Gunn. The director explains with clarity why he chose to excise and/or trim down these sequences, as they slowed down the expository first act and failed to impress friends and family in its initial screening. A couple of moments are amusing, particularly when Mr. Grant starts filing deli meats in the basement, but you agree with the director's decisions in the long run. As a postscript, the extra features are presented with optional English, Spanish and French subtitles. There are no trailers for the movie, but the disc opens with forced previews for "Battlestar Galactica," "American Dreamz" and "The Fast and the Furious: Tokyo Drift."

P.S. Since the movie thrives on fanboy love, just a few other bits of trivia before this review ends. First, the score for this one was done by Tyler Bates, who scored Rob Zombie's The Devil's Rejects. Zombie himself makes a brief appearance as the voice of Dr. Carl in one sequence. Second, a few of the songs licensed for this film were performed by Jane Jensen, who besides being a musician, played the lead role in Tromeo & Juliet.

Recommended: Yes

Viewing Format: DVD
Video Occasion: Fit for Friday Evening
Suitability For Children: Not suitable for Children of any age