Phantoms

As Jennifer Pailey (Joanna Going) brings her younger sister Lisa Pailey (Rose McGowan) back to Snowfield, Colorado, a quaint former mining town turned tourist haven, she hopes to provide a refuge from the turmoil that has consumed their lives. Her concerns are well-founded, given their mother's struggles with addiction and Lisa's penchant for getting entangled with questionable characters in Los Angeles. The crisp autumn air and serene atmosphere of Snowfield offer a welcome respite, promising a chance for Lisa to re-evaluate her priorities and find direction.

As they arrive at Jennifer's residence-turned-clinic on this late fall afternoon, the town is eerily quiet, devoid of tourists and residents alike. The only sound is the distant hum of the mountain wind. Their visit is cut short when they stumble upon a gruesome scene in the kitchen: Hilda (Judith Drake), their trusted housekeeper, lies lifeless, her face contorted in terror, every visible inch of skin bearing the telltale signs of brutal violence. The phone line is dead, and an unsettling creaking noise emanates from upstairs, hinting at the possibility that they may not be alone in the house. With danger potentially lurking above them, Jennifer and Lisa make a hasty decision to seek out the deputy sheriff's office, their sense of urgency fueled by the desperate need for help and protection.

As the sun dips below the horizon, Jenny's Jeep remains stubbornly silent, refusing to start alongside any other vehicle in town. The eerie stillness is shattered by a sense of urgency as they hasten to the deputy's office on foot, the approaching nightfall casting long shadows across the deserted streets. Deputy Henderson (Larry Odien), once a symbol of authority and protection, now lies lifeless, his body eerily mirroring Hilda's gruesome fate. The mystery deepens, however, as it becomes apparent that the normally stalwart deputy had been in a state of high alert, having drawn his gun and fired multiple rounds - only to leave no trace of another victim or blood trail. With the darkness closing in, Jenny takes matters into her own hands, retrieving a shotgun from the deputy's gun rack with Lisa's assistance and setting out towards the bakery.

Their destination is the residence of Jacob and Anna, owners of the local bakery who are always on hand to oversee their business. The front door, however, remains locked, and it becomes apparent that they are not alone as sounds and shadows hint at the presence of unseen stalkers. Desperate for safety, Jenny and Lisa make a break for the back door, only to stumble upon a gruesome scene: two severed hands, still clinging to a rolling pin, lie on a workbench amidst an oven timer's ominous buzzing. As they tentatively approach the oven, their relief is short-lived as Jacob's and Anna's decapitated heads come crashing down onto the baking cakes.

Huddled together in fear, Jenny and Lisa make their way towards the bakery's front, the darkness now absolute. The phone rings, its shrill tone piercing the silence, and Jenny answers, only to be met with an unsettling whisper instead of a human voice. As they prepare to flee once more, they are confronted by three men - Sheriff Bryce Hammond (Ben Affleck) and his deputies, Steve Shanning (Nicky Katt) and Stu Wargle (Liev Schreiber) - who have arrived to investigate the mysterious events that have unfolded.

As they exit the bakery, Snowfield's auditory landscape transforms into a cacophonous symphony of horns, sirens, whistles, and bells, shattering the silence like shards of glass. The deafening din persists for an interminable minute before suddenly ceasing, leaving only the soft glow of the Candleglow Inn as beacons of expectation. A glance at the guest book in the lobby reveals a mere four guests, their identities shrouded in mystery. The air is heavy with anticipation as Patsy Cline's haunting melody, "I Fall to Pieces," wafts from above, beckoning Sheriff Bryce and Deputy Stu to ascend.

As they investigate the rooms, Sheriff Bryce enters one only to find it empty, save for a fleeting glimpse of a young boy (Luke Eberl) training his gaze upon him with an unsettling intensity. The vision vanishes as swiftly as it appeared, leaving Bryce visibly shaken. Meanwhile, Deputy Stu discovers the lifeless body of a ravishing young woman on another bed, her features bearing the unmistakable marks of abuse and trauma. As he sits beside her, his tone takes on a hushed quality: "You wanna tell me what happened here?" His words are interrupted by an uncharacteristic snicker, which he attempts to mask with a laugh.

As Deputy Stu's fingers brush against her bare skin, Sheriff Bryce reappears, his expression stern. "What are you doing, Stu?" The deputy's reply is hesitant and awkward, but the sheriff's sarcastic suggestion - "Looking for clues?" - cuts through the tension like a scalpel. Stu's embarrassment is palpable as he hastily exits the room, leaving Bryce to ponder the situation. When the sheriff departs, Deputy Stu's laughter returns, this time tinged with an unsettling quality. He casts one last glance at the deceased woman before following Bryce into the hallway. "Hey," he says to Lisa, his tone leering and suggestive. "You wanna see somethin'?" Her response is a resolute "No," delivered with an unmistakable air of disgust.

As Bryce finally locates the source of the haunting melody on Jenny's bedside radio, he silences the music and beckons her into the room. The air is thick with an eerie atmosphere as they enter a bathroom that seems to be locked from within - only for the door to reveal no signs of occupation or exit points. On the mirror, a cryptic message scrawled in lipstick reads: "Dr. Timothy Flyte - The Ancient Enemy." Bryce asks Jenny if she's familiar with the name, and her response is a resounding no, implying that this enigmatic figure is not a local legend.

Their somber mood is punctuated by an unsettling sound, akin to metal chains being dropped, emanating from another empty room. As they cautiously enter, they're met with a disturbing tableau: a pile of metallic trinkets, including jewelry, buttons, watches, and even gold teeth, strewn across the bed. Deputy Steve's assessment is grim: "Whoever it is, he strips them to the bone." Jenny's response, though equally unsettling, suggests that this individual goes beyond mere physical stripping. As they regard her with a mixture of concern and curiosity, she plucks a flat metallic disk from the pile - a pacemaker, she reveals.

Returning to the lobby, the group regroups to discuss their findings. The soundtrack shifts once more, with Patsy Cline's mournful tones drifting upstairs. Suddenly, a woman's terrified screams pierce the air: "Help-me! Help-me!" Deputy Steve rushes out, gun drawn, with Bryce hot on his heels. Alas, it's too late; they're left to survey the aftermath: nothing but Deputy Steve's empty shoes and spinning gun.

In the wake of this horror, they retreat to Deputy Henderson's office, where a somber ritual unfolds - the zipping of Henderson into a body bag, followed by their descent to the basement. Bryce attempts to contact the outside world via radio, sharing his discovery of Dr. Timothy Flyte with the dispatcher on the other end. His plea for assistance is met with static and broken transmission, leaving them unsure if any portion was received.

As Bryce and Stu frantically arm themselves for what they believe will be a prolonged standoff, the atmosphere in the room becomes increasingly tense. The power goes out, plunging the space into darkness, and it's at this moment that the men are confronted with an otherworldly presence hovering outside the window. The behemoth of a moth, its massive wings beating the air, sends the duo scrambling for cover as they unleash a barrage of gunfire in a desperate attempt to fend off the creature. Though their efforts prove futile, the insect finally takes flight, leaving the pair to catch their breath and survey the damage.

In the aftermath of this harrowing encounter, Stu ventures out into the ruins to investigate further, only to be snatched from the shadows by the very same creature that had previously taunted them. With a brutal efficiency, it slams him against the opposite wall before sending his limp body crashing to the floor. The moth then proceeds to make a series of threatening passes around the room, as if sizing up its next victim, while Bryce continues to fire wildly at the creature without effect. Eventually, the insect takes flight once more, leaving behind a trail of destruction and death.

As the survivors struggle to come to terms with the carnage, they hastily dispatch Deputy Wargle's lifeless form to the basement, where it joins Henderson in a grim tableau of mortality. In a desperate bid to shore up their defenses, Bryce secures the broken window with a makeshift barrier of plywood, and the group settles in for a long, anxious night, wondering if they will indeed be given the chance to see dawn.

Meanwhile, at the offices of Wide World News in New York City, Dr. Timothy Flyte (Peter O'Toole) toils away late into the evening, his once-illustrious reputation as a scholar now reduced to writing sensationalist articles for a tabloid. His academic credentials, once the envy of his peers, have been irreparably tarnished by his obsessive pursuit of a research subject deemed fanciful and ridiculous by the scientific community. It is here that two men from the FBI (Robert Knepper, Bo Hopkins), their faces shrouded in an air of secrecy, arrive to "request" Dr. Flyte's presence on a matter of national security.

In the sleepy town of Snowfield, Lisa's attempt at a mid-day snooze is interrupted by the hushed tones of Dr. Jenny and Sheriff Bryce (Michael Clarke Duncan) as they converse in the adjacent room. The sheriff, a former FBI agent with a haunted past, reveals that his decision to leave the city for rural law enforcement was precipitated by a traumatic event during his former career. A botched drug raid led him to open a closet door, only to find himself staring down the barrel of a toy gun wielded by an innocent child. The incident left him grappling with guilt and regret, as evidenced by the newspaper clipping he still carries, featuring the boy's photograph - a familiar face that had earlier caught his attention in a fleeting glimpse at the hotel.

Lisa's interruption of their somber discussion is met with a mix of annoyance and concern as she requests an escort to the restroom. Sheriff Bryce obliges, entering the facility to ensure it's clear before leaving her alone. As Lisa stands at one of the sinks, retrieving a cigarette from her bag, an unsettling high-pitched whine echoes up from the drain, followed by the sudden flushing of a toilet in one of the empty stalls behind her. Her initial skepticism gives way to unease as she cautiously approaches the stalls, only to find Deputy Stu (actor not specified) lurking behind the final door, his leering gaze making her blood run cold. "You wanna see somethin'?" he asks with a sinister grin, prompting Lisa to flee in terror.

Sheriff Bryce responds to the commotion with drawn gun, entering the restroom to investigate. Finding nothing amiss, they begin to speculate about the possibility of an unseen entity moving through the town's infrastructure - perhaps exploiting the sewers and drains to strike at its victims. The discovery of empty body bags in the basement only adds fuel to their conspiracy theory, as they struggle to comprehend the malevolent force that seems to be closing in on them.

As General Leland Copperfield (Clayton Powell) and Dr. Flyte make their way to Snowfield, they are part of a formidable convoy - a specialized response team comprising esteemed scientists and seasoned military personnel, accompanied by two state-of-the-art mobile labs and an imposing armored strike vehicle, each equipped with cutting-edge technology designed to confront the unknown threat that awaits them. As they approach the frozen landscape, General Copperfield requests Dr. Flyte's insight into his theory of the Ancient Enemy. With a sense of gravitas, Dr. Flyte delves into the mystifying phenomenon of unexplained mass disappearances throughout history, drawing parallels between the abandoned Mayan cities of Copan, Piedras Negras, and Palenque; the fabled "Lost Colony" at Roanoke; and the Chinese army that vanished outside Nanking in 1939. He postulates that an as-yet-undiscovered entity lurking deep beneath the earth's surface may be responsible for these eerie incidents, and if left unchecked, it could ultimately spell extinction for humanity.

Upon arriving in Snowfield, the team is greeted by Bryce, Jenny, and Lisa. General Copperfield's first priority is to determine the nature of the threat they face - chemical, biological, or something else entirely. "At the moment," Bryce admits with a wry tone, "I'm inclined to think 'other' might be the correct classification." As the scientists begin gathering data, they stumble upon a multitude of bizarre and unsettling sights, including yet another accumulation of metallic objects in the church, situated before the altar like an uninvited offering. One of the scientists comments on the eerie similarity, only for Dr. Flyte to interject with a corrective remark: "Undigested remains," he states matter-of-factly, his tone devoid of emotion but heavy with foreboding.

As the apocalyptic carnage unfolds, a ghastly procession of destruction claims every last soul except for Dr. Flyte, Sheriff Bryce, Jenny, and Lisa. The general, General Copperfield (played by), meets his demise in a gruesome spectacle as oily black tentacles burst forth from the pavement, suffocating him with an eerie, viscous liquid that fills his hazmat suit. In a macabre finale, he shatters the faceplate of his helmet against the ground, then removes the curved glass fragment from his mouth and vomits onto the pavement in front of Dr. Flyte.

As if orchestrated by some malevolent force, an otherworldly voice now emanates from the general's mangled form, its words dripping with sinister intent: "My Flesh." The oily black substance coalesces into a small, spotted gecko that perches before Dr. Flyte, accompanied by an ominous directive: "Study it. Write the gospel. But do not try to leave. Witnesses to the Miracle." With this ghastly message delivered, General Copperfield's lifeless form slumps to the ground, his hazmat suit a crumpled, empty shell.

Seeking refuge in one of the mobile labs, Dr. Flyte begins an analysis of the tissue sample, piecing together the enigmatic entity's origins and motivations. This ancient, subterranean behemoth has spent eons growing in power and knowledge by absorbing the essence of its victims. It can fragment itself into shape-shifting drones, each assuming the form of something it has consumed – human, beast, or even a creature from someone's darkest nightmares.

The entity has manipulated Sheriff Bryce, Jenny, and Lisa into bringing Dr. Flyte to this forsaken location, intending for them to become its prophet and scribe. It has come to regard itself as a deity – or perhaps the very antithesis of one, depending on how its terrified prey saw it in their final moments: an omnipotent force that defies destruction and immortality.

Dr. Flyte's meticulous examination yields a profound revelation: It shares an uncanny chemical affinity with oil. He reveals to his companions that a man-made bacterium, engineered to disperse and break down oil spills, has been discovered amidst the lab samples. However, he cautions that their plan hinges on three crucial factors: successfully cultivating the microorganism, developing a means of delivery, and prolonging its exposure to infect It long enough to eradicate it entirely. Bryce presses Dr. Flyte for assurance, prompting him to affirm the feasibility of their strategy - albeit with a caveat: unless there exists a nucleus, an inner core, capable of separating from the central mass and surviving independently.

Undeterred by It's silence, Dr. Flyte proceeds to prepare the bacterium-infused vials, which will be launched via compressed air guns similar to those used for tranquilizing large animals. He ventures outside, approaches an open manhole, and calls out to It, his voice tinged with a mix of curiosity and challenge. He confesses that he must behold It in all its glory to effectively chronicle it. As It remains hidden, Dr. Flyte acknowledges that It has likely been wondering about their activities in the mobile lab. He discloses that the others have been secretly developing a weapon designed to destroy It, despite their initial skepticism about Its divine nature. "Even after witnessing the extraordinary tonight," he remarks wryly, "they still perceive you as nothing more than a beast, an animal." The doctor pauses, his tone turning warm and inviting, as he goads It: "What they fail to comprehend is that mortality is reserved for mortals, not gods. Reveal yourself... gods have nothing to fear." He waits patiently, his words hanging in the air like a dare. Then, with a subtle note of mocking insincerity, he adds, "or perhaps they do?"

On the other side of the manhole, a lone figure stands eerily still, facing Dr. Flyte across the divide. In an instant, however, this solitary presence gives way to a sea of 400 townspeople, who materialize before the good doctor like apparitions. As the crowd begins to blur and merge, it coalesces into a grotesque, writhing mass that takes the form of a gargantuan, upright millipede. Bryce, Jenny, and Lisa emerge from their mobile laboratory, guns blazing as they take aim at this monstrous entity. Dr. Flyte's triumphant cry rings out: "INFECTED!!!" The creature lets out a blood-curdling scream, thrashing about in a frenzy of violence.

The women flee to the nearby deputy's office for cover, reloading their shotguns in a desperate bid to stave off the horde. Deputy Stu, however, is hot on their heels, his drone-like form relentlessly pursuing them as he bellows with rage. A hail of buckshot and shellfire sends him crashing to the ground, his legs and arms blown apart in a gruesome display.

But even as the women pause to catch their breath, they realize that Stu's relentless fury is only fueled by the infection coursing through his ravaged body. As he begins to drag himself toward them using the tentacle-like appendages sprouting from his arm- and leg-stumps, Jenny delivers a mercy killing with her shotgun. The Deputy's headless corpse, however, still manages to reach out for Lisa, its hand grasping like a macabre puppet on strings.

In a last-ditch effort, Jenny fires the remaining vial of bacteria into the Deputy's neck stump, and only then does his grotesque form begin to dissolve into a revolting, liquid-like substance.

As Bryce delves deeper into the labyrinthine sewer, he's confronted by a haunting apparition - the boy whose life he brutally ended during the fateful drug raid. The air is thick with tension as the entity's tendrils writhe out of the boy's mouth, ensnaring Bryce in a macabre dance. The sound of shattering glass fills the damp air as the extra bacteria vials are scattered across the ground, only to be swiftly reclaimed by the possessed youth. With an unsettling grin, the drone taunts Bryce, "Always this urge to shoot little boys," before the detective's resolve is tested once more. This time, instead of taking a life, he decides to miss his mark, intentionally destroying the vials and unleashing their toxic contents upon himself. The entity's malevolent energy begins to dissipate, its screams echoing through the tunnels as it devolves into nothingness.

Meanwhile, above ground, Dr. Flyte stands triumphant, his documentary chronicling the Entity's malevolent existence for all to see. As he concludes his narrative, warning humanity of the looming threat, a helicopter arrives to whisk away the survivors from the scene of devastation. Back in a quiet bar, an old cowboy and a young cowgirl watch Dr. Flyte's broadcast on TV, their skepticism palpable. The old timer scoffs at the notion that such a monstrous entity could exist, while his companion remains noncommittal, recalling a bizarre encounter involving her friend Glen's alleged abduction by aliens. As they exchange banter, a strange, labored chuckle echoes from the far end of the bar, prompting the pair to turn their attention - and concern - toward the mysterious sound.

As Stu Wargle (stifling a chuckle) savored the crunch of his peanut snack, his composure began to unravel. With an air of feigned solemnity, he responded to the bespectacled lady with a deliberate drawl, "No, ma'am... I mean it." His words dripped with mock reverence, but his eyes betrayed a mischievous glint. The tension was palpable as he paused, the peanut momentarily forgotten in his hand. Then, his tone shifted like a sly snake slithering out of its skin, and he whispered, "Hey... you wanna see somethin'?"