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Phantoms is the 1998 film adaptation of Dean Koontz's 1983 novel Phantoms. The screenplay was written by the author. The film takes place in the peaceful town of Snowfield, Coloradomarker, where something evil has wiped out the community. And now, its up to a group of people to stop it, or at least get out of Snowfield alive.

Cast and roles


The movie starts out as two sisters, Lisa Pailey (Rose McGowan) and Dr. Jenny Pailey (Joanna Going), drive towards Snowfield, Coloradomarker. On their way, Jenny makes it quite clear that she does not like Lisa's new boyfriend, Ronnie. Snowfield is a remote town that has a population around 400—although Jenny states that it can be 4,000 during the summer because of tourists. When they arrive, they are shocked to discover that the place seems like a ghost town—with empty cars out in the street and no one in sight. As they reach Jenny's house, they discover the dead body of Hilda, along with the fact that the phone lines are down. They rush out of the house after they hear noises coming from upstairs, but, when they reach the car, it is dead. They decide to walk to the sheriff station, and Lisa claims that she is feeling ill as she grips her stomach. We see a shadow creeping over the town before it cuts to a view of a dead deputy. Lisa hysterically states that it must be a disease and that they have to get out of there before they die. Jenny attempts to calm her down and tells her to try and call someone. The body is a dead Deputy Paul Henderson, and they discover that he must have been shooting at someone because there was a gun in his hand. The find a shot gun and Lisa loads it to the surprise of Jenny. We see another shadow pass across the town, and Jenny and Lisa come to the conclusion that it could not have been a disease.

They head off to a bakery in an attempt to find two of Jenny's friends but instead discover two detached hands. As an alarm for the bakery oven goes off, they timidly open it to find the heads of Jenny's two friends. The phone rings, and Jenny answers to hear nothing more than jumbling of sound. The walk around to the back and discover three other people—all associated with the police. Deputy Stuart 'Stu' Wargle (Liev Schreiber), Sheriff Bryce Hammond (Ben Affleck), Deputy Steve Shanning (Nicky Katt), along with the two sisters make their way across town that evening. Just as they are in the center of the town, all car alarms, electricity, bells start to flicker on an off. They decide to head to the Candleglow Inn. Stu starts to act strangely, but they continue towards the hotel.

Music starts to play inside the hotel, so Hammond and Stu go upstairs to investigate. Hammond experiences a memory of a child with a gun as he opens a closet door, but he shakes off the memory as nothing. We see the two girls climb upstairs after the boys. Stu opens a door to see a girl lying dead in her hotel room; he starts questioning her and just as he touches her leg, Hammond walks in questioning Stu as to what is going on. Hammond tells Stu to watch the hallway and brings Jenny in to read a message written in lipstick that says: "Timothy Flyte—the Ancient Enemy." Stu asks Lisa if she wants to see something and she says no, choosing instead to come join Hammond and Jenny. Stu walks back into a room, and they all discover a pile of items such as pacemakers, tooth filings, buttons. As they check the record of people visiting, they find no one named Timothy Flyte. But Stu discovers the hand and lipstick used to write the message. The voice of a woman outside screaming calls for help, and Deputy Steve runs outside to attempt to help, but instead gets taken—leaving nothing but a gun.

At this point Hammond tries calling for help, telling those outside the town to shut off all access to the town and send in reinforcements, but someone cuts off communication. As they prepare for whatever lies ahead, Stu finally manages to piss Hammond off, and Hammond grabs Stu by the throat telling him to stop harassing him. Just then, the phone rings and as it goes to voicemail we hear what sounds like alien noises or perhaps the sound of a man being tortured. Then the lights go out, and we see some flying creature just outside the window. Hammond and Stu try shooting at it, but no dead creature is revealed. The lights flicker back on, and Lisa states that even if help comes, it wouldn't be until morning. Just as Stu claims, he is confident that the creature is dead, the animal comes back, shutting off the lights again, and latching on to his face. Hammond immediately starts to shoot at it, but again there is no sign of the animal. They board up the window, and we see Stu's face—completely stripping the face of flesh and devouring the brain completely in seconds. Lisa claims that it must have wanted Wargle first, because it is the devil, and it wants to "dance with us."

The next shot is of an old man being approached by two detectives. It is revealed that this is Dr. Timothy Flyte (Peter O'Toole), and he is being questioned by the Federal Bureau of Investigationmarker, Agent Hawthorne (Bo Hopkins) and Agent Wilson (Robert Knepper), about the Ancient Enemy. Timothy Flyte was kicked out of Oxford Universitymarker when he published articles about the Ancient Enemy, which he claimed was what caused the downfall of Ancient Mayans. Now he works for Worldwide News, but the two agents request for his help stating it as a matter of "national security."

Flash back to Hammond, Jenny, and Lisa, they are spending the night at the sheriff station where it is revealed through Jenny that their mother is an alcoholic. Another revelation is revealed that, although Hammond went to Harvard Universitymarker and spent time with the FBI, He ended up back at Snowfield because he shot a child during a raid because the child was holding a gun—only a toy unbeknownst to him at that time. Lisa asks for an escort to the bathroom in order to clean up. As she accidentally drops a cigarette in the sink, she hears noise from the sink along with the toilet. She turns around to see Stu with black eyes and runs screaming out of the bathroom. When Hammond and Jenny go to investigate, they find that Stu's body is missing from where they left it. Just then, they hear the sound of a helicopter and go outside to flag it down. Hammond points out that it is merely for reconnoissance and will not stop for them. He then tells them to grab there stuff, he is going to get them out of town.

The next shot is of Flyte and the two agents flying to an undisclosed location. They heckle him about writing for Worldwide News—a magazine similar to National Enquirer.

We pan back to Hammond and the sister as they hear pleas for help of a woman, but they dismiss it as another ruse to bait them into a trap. They head back inside.

Another shot back to Timothy Flyte, where he reveals to a military man several examples of mass disappearances that have occurred over time. He states that the Ancient Enemy is "chaos, choas in the flesh." He is then introduced to a team of scientists, along with an update of the situation at hand.

Inside the sheriff station, Jenny is reaching her breaking point, but Hammond manages to calm her down telling her that they will get out alive, citing a candy bar wrapper that says: "Luck in on your side." Just then, Flyte and the group of scientists along with military backups roll into town. They ask him if it is biological or something other, and Hammond says he is leaning towards something other.

Flyte and other scientists find that some creature has defecated beneath the statue of Mary (mother of Jesus) and left a body—like that of a body. Another group of scientists hear the voice of a child singing "Jesus Loves Me" seemingly from the inside of a drain pipe. A black, sludge substance shoots out at the scientist investigating, scaring all of them. Another scientist discovers a body, but as he looks up for merely minutes, the body moves, and we are lead to believe that it kills the scientist. Underground, one of the military people gets dragged away by some screeching creature before coming after his partner. Flash back to Flyte and his crew, they see a stray dog which has something inside of it. The creature manages to take over the bodies of the scientists, leaving only Flyte alive. They tell him: "You were brought here Dr. Flyte. Do your research, write the gospel. Go." He runs out of the church to regroup with others. Flyte, Jenny, Lisa, and Hammond watch as another scientist gets taken over by one of the creatures. They watch as it creates a newt. It says to them: "My flesh, study it, write the gospel, but do not try to leave. Witnesses do the miracle." Then it leaves the body of scientist Copperfield.

Although they want to leave, they know they cannot. They conclude that they must still be alive because Flyte is a disciple, and they were to bring him here. We see that the dog is seemingly watching them from their tank which has a lab inside of it. They discover that this creature can shape shift into anything imaginable and that it feeds on animals and people alike for over centuries, gaining knowledge. Just then "Jesus loves me this I know, for the Bible tells me so" pops up on the screen and a voice says, "Tell the world the end begins here." Hammond asks who it is, and it says, "I am all," with the word countless written across the screen. They deduce that since its victims thought it was the devil/demons, that it must have absorbed that concept. When Hammond asks why it killed all those people, it merely claims that humans are cattle. But when he asks why they were spared, it says: "One of your species has challenged my existence. Only in we can you achieve immortality, not in God, not in Christ. Only in me." Hammond asks if they do what they are told, will they be spared, but there is no response from the creature. As the creature is toying with the tank, Hammond claims that there must be a way to kill the creature. It has one weakness—pride, because it believes it is Satan and thus infallible. It is up to Flyte to find a way to kill it. Hammond gets hurt as the tank is shaking. As Jenny is fixing him up, we see the budding romance between the two. Lisa is frightened that souls are being caught in the creature, citing it would be like Hell. She states that she doesn't want to go to Hell. Just then, a DNA match comes up. Flyte discovers that there are similarities to petrolatum (Petroleum Jelly). There are also hydrocarbon compounds found within the creature which leads him to vials of bacteria and viruses. The creature has now reached the outskirts of the town to where another military base has been set up, which leaves us to assume it will proceed to attack those soldiers. The group inside the tank shut off all power in order to discuss their plan of attack, which includes using a newly-engineered bacterium that kills petroleum, effectively infecting the creature, which will hopefully kill it. They decide to mass produce it and find a way in which to deliver it to the source. Flyte then proposes that the only way it would survive is if one nucleus manages to split off before becoming infected.

Hammond leaves the tank in order to procure something, but just as he reaches another tank, the dog comes back to threaten him. It changes into a scientist and opens its mouth, but only alien noises come out. Hammond continues his mission with the scientist watching him, but when he turns around, it is gone. Hammond grabs the gun that will shoot off injections of the bacterium, and the dog stops in front of him. It seems as though the dog is going to attack him, but he tells it that he is going to tell the world, and it lets him pass. Next we see them loading the gun as Flyte asks them how they are going to lead it out into the open. Apparently, they decide to use Flyte as bait, because we see him walking out towards the hole where the creature supposedly lies. Flyte begins to tell it their plan and then tells it that if it truly is immortal that it should not be afraid to show its true self—not just the drones it has been sending—in order to prove to the others that it truly is a god. He tells it that they do not "believe." We then see all of the people it has devoured as they meld into one creature.

Immediately, they begin to shoot at it with their bacteria-loaded guns. Lisa and Jenny run back inside to grab shot guns, while Hammond goes down into the sewer to attack it. We see Deputy Stu come after the girls, and they shoot him, but he merely sprouts tentacle like legs and comes after them. He seems ill though, as he stops shortly before grabbing Jenny's legs as the girls climb up to the attic. We watch as Jenny shoots it one more time with the bacteria, and finally it dies. Meanwhile, Hammond is confronted with a visage of the child he killed who tells him that he will "let him live" inside the creature. As it picks up a vial of the bacteria, Hammond shoots the vial effectively killing the last of the creature.

The four are rescued from the empty town, and we see that Professor Timothy Flyte is now author of the book called "The Ancient Enemy." He is on television discussing the concept of his book as two people watch. They then begin to discuss whether or not it is real. As with any horror film, the surprise twist is revealed when we see none other than Deputy Stu laughing at one of the comments made and then asking, "Hey, do you want to see something?". Thus, the creature is not dead.


The creature's abilities and form greatly resemble John Carpenter's 1982 remake of The Thing.The 1988 remake of The Blob bears several similarities to Koontz's original novel leading some to erroneously believe this film was a ripoff of the remake. This is untrue since Koontz's novel came out a full five years before The Blob. However the film adaption has some very similar scenes to the remake of The Blob.

'Phantoms' in Pop Culture

In Jay and Silent Bob Strike Back, Ben Affleck as Holden McNiel says "Affleck was the bomb in Phantoms." Also Jay yells to Affleck: "Affleck, you da bomb in Phantoms, yo!" when he and Silent Bob are fleeing the set of the fictional film "Good Will Hunting 2: Hunting Season".


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