WHAT LIES BENEATH: ** — Michelle Pfeiffer, Harrison Ford, Diana Scarwid, James Remar, Miranda Otto, Amber Valletta, Joe Morton; rated PG-13 (profanity, violence, sex, gore, brief vulgarity); Carmike 12, Cottonwood Mall and Ritz Theaters; Century Theatres 16; Cinemark Jordan Landing Theaters; Gateway 8 Cinemas; Loews Cineplex Broadway Centre and Midvalley Cinemas; Megaplex 17 at Jordan Commons; Redwood Drive-in (with "Mission: Impossible II").

What lies beneath the attractive surface sheen of "What Lies Beneath"? A supernatural thriller so by-the-numbers that it hardly seems worth the efforts of a first-rate cast and filmmaker.

Frankly, with its too-heavy concentration on cheap scares instead of more cerebral fright, it hardly seems worth the time of moviegoers, either.

If that isn't reason enough to dislike "What Lies Beneath," consider that it's also one of the most shamelessly derivative films in recent memory, one that "borrows" so strongly from the works of Alfred Hitchcock you'd swear it was directed by Brian De Palma (who's made a career out of stealing from Hitchcock).

Unfortunately, that's not the case. Instead, the director is Robert Zemeckis, who has given us "Contact" and "Forrest Gump," among many others — someone who knows better than to ape the Master of Suspense.

And despite a few effective moments early on, the whole thing quickly trickles down the drain like the bath water that crops up so prevalently throughout the picture.

Needless to say, "What Lies Beneath" is not the vehicle that Michelle Pfeiffer and Harrison Ford might have hoped for, since both are in a box-office slump lately.

Pfeiffer and Ford star as Claire and Norman Spencer, a seemingly happy New England couple. Stress the word "seemingly."

He's busy with a research project, while she's got a bit of the "empty-nest syndrome," having just sent their only daughter off to college. Claire is looking for something to occupy her time, so she turns her attention to their new, mysterious next-door neighbors, Warren and Mary Feur (James Remar and Miranda Otto).

She becomes suspicious about the secretive Warren, especially after Mary disappears and odd things start happening around the Spencers' home, such as doors that open and close by themselves, spectral whisperings and a bathtub that keeps filling up when no one else is around.

However, when Mary returns, no worse for wear, Claire starts feeling like she's going crazy. That is, until she finds evidence that her ghostly visitor is a missing college student (Amber Valletta) with whom Norman may have been having an affair.