It’s a film that finally brought Robert Zemeckis fully into horror, it starred two of Hollywoods biggest actors at the time, Steven Speilberg personally recommended the project, and it’s one of the tightest and most prescient thrillers since Hitchcock. It received mixed reviews at release and is still inexplicably underrated and frequently forgotten in discussions of great haunted house films. But on the occasion of its 20th anniversary, What Lies Beneath (2000) is due for a much-needed revisit. Beyond its brilliant script, airtight and twisty plot, and constant suspense, it’s also shockingly relevant to our current times. What Lies Beneath was a ghost story for the Me Too movement far before the insidious culture of silenced victims in male-dominated institutions was given the essential focus of today.



What Lies Beneath was born from a script by Documentarian Sarah Kernochan. Like The Changeling (1980), before, Kernochan was inspired by an alleged actual haunting experience in her own life. She loosely adapted the events into a story about a retirement age couple experiencing ghostly activity. After some rewrites by Clark Gregg (The West Wing, The Avengers) refined the horror elements, the script was recommended by Speilberg to his friend Robert Zemeckis. Zemeckis had always had a taste for the macabre, despite his extremely varied filmography. Nestled among Back to the Future (1985), Who Framed Roger Rabbit (1988), and Forrest Gump (1994) was the cult favorite horror-comedy Death Becomes Her (1992). The film was a masterwork of playful body horror and special effects, and across his many genres, Zemeckis tiptoed into dark territory and horrific imagery. From the nightmare-inducing Judge Doom of Who Framed Roger Rabbit to his more recent reveling in the horror elements of A Christmas Carol (2009), Zemeckis always had an apparent passion for horror. 

But his only foray into straight horror is an anomaly among his filmography. Rather than displaying the quirky, playful Zemeckis approach to the macabre, What Lies Beneath keeps the scares subtle and mystery at its heart. It demonstrates an underutilized talent for thrillers from a director who many horror fans wish would return to the genre more often. Perhaps its status as an outlier within his work is one factor for the film’s lack of recognition. After all, it was filmed between the production of the far better-known Cast Away (2000) while Tom Hanks lost wait for his role. But What Lies Beneath is so much more than a throwaway, and it proves Zemeckis has the chops for truly excellent horror. 


“Beyond its brilliant script, airtight and twisty plot, and constant suspense, [What Lies Beneath] is also shockingly relevant to our current times.”


What Lies Beneath follows Claire Spencer (Michelle Pfeiffer), a woman experiencing empty nest ennui after sending her only daughter off to college. Her second husband, Dr. Norman Spencer (Harrison Ford) is an esteemed scientist and college professor absorbed in his work, and Claire is finding it difficult to adjust to life mostly spent alone in a big, empty house. She begins to notice the volatile relationship between her new neighbors, and after not seeing the wife (Miranda Otto) for some time, she suspects foul play. Around the same time, mysterious paranormal activity begins to infest Claire’s life. The front door always swings slowly open, computers turn on unattended, the bathtub is frequently found running, and Claire sees another women’s face reflected in the water. She becomes convinced the spirit of her murdered neighbor is asking for her help. 

An initial synopsis can’t even touch even the tip of the iceberg above the depths of What Lies Beneath. The film is such a brilliant mystery because the plot takes so many unexpected twists and turns yet never wastes the viewer’s time on anything that isn’t important. It ends up being a completely different film than the starting premise sets up, yet every detail revealed to us from the opening is relevant to the conclusion. Even the film’s red herrings set the crucial thematic groundwork, leaving vital clues to the ultimate realizations of the story. The same cannot be said for even great thrillers, and it’s one factor in the film’s endlessly rewarding nature.


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The key lies in the title, which might at first seem somewhat generic and unrelated to the plot. But everything in the movie is hovering just beneath the surface, from the apparent instances of a ghost hovering below the bathwater or a lake to the secrets and trauma beneath Claire’s seemingly idyllic life. Even crucial moments of character development and clues are hidden beneath seemingly inconsequential moments in the film. The revelations of Claire’s past as a struggling single mother, her abandoned career as a cellist, and her buried creative passions are first glimpsed in small moments such as the clutching of an old Julliard shirt from her daughter’s closet or browsing a photo album in the garage, and at the same moment, these scenes reveal her emotional connection to her daughter and the crucial car crash from the past around which her memory is foggy. The film is packed full of these multilayered moments, asking us to dive into each revelation like the murky waters of Lake Champlain itself.

And so we come to the film’s relevant themes surrounding women and the way men systematically excerpt power over them. The Me Too movement brought to light how Hollywood power structures allow men to abuse and exploit women without consequence, while victims are purposefully isolated and silenced. Instead, they rely on whisper networks to keep each other safe. What Lies Beneath takes place in the world of higher education, another arena notorious for unchecked abuses of power by esteemed men. In many ways, What Lies Beneath is a story about isolated women and whisper networks. Claire is a woman who had independence and formidable talent, albeit financial hardships, before her marriage to the wealthy and successful Dr. Spencer. And while their relationship seems happy on the surface, beneath is an uncomfortable power dynamic in which Claire has given up her music and is entirely financially dependent on Norman. Once her daughter leaves, Claire is fully isolated, with only the occasional visit from her friend Jody (Diana Scarwid) to offer an outside perspective on her perceptions. It’s a prime position for gaslighting and manipulation, and it’s no wonder that Norman disbelieves her suspicions about the neighbors and her paranormal experiences, repeatedly insisting she’s mentally unwell.


“The film is packed full of these multilayered moments, asking us to dive into each revelation like the murky waters of Lake Champlain itself.”


One crucial exchange occurs midway through the film when Claire attends a dinner with her husband and his colleague, Dr. Stan Powell (Ray Baker). Powell brings his new girlfriend, whom Claire is delighted to discover is her old friend from her music days, Elena (Wendy Crewson). Elena is the first character we meet to mention Claire’s musical accomplishments, and she also immediately believes that her friend has seen a ghost, despite both men belittling the possibility. Elena takes her friend at her word while validating her worth, something the men around Claire fail to do. Another revealing moment in this scene is when Claire and Elena are reminiscing, and Norman and Powell can be heard lamenting that a colleague was penalized for stalking a female student. Instead of expressing disgust at his behavior, they scoff at how seriously “that stuff” is taken these days. It’s a subtle moment, but it is a brilliant thematic clue. While Claire is relishing a validating conversation with her first female connection in some time, two men are subtly missing the “good old days” when sexual harassment was less of a “big deal.” 

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Later on, when attending a party at Dean Templeton’s house, Norman tells Claire to avoid the Dean’s wife (Sloane Shelton), since the older woman would supposedly “talk her ear off.” Claire does eventually meet Mrs. Templeton, and she checks in on Claire and helps her recover a crucial forgotten detail from the night of her car crash. Norman, whether intentionally or subconsciously, attempted to isolate Claire from another woman who is in fact looking out for her and provides crucial information for her safety. 



Ultimately, What Lies Beneath falls in the long tradition of haunted house films like The Uninvited (1944) and The Changeling, mystery chillers in which the ghost can be put to rest once the truth of their death has been revealed. But What Lies Beneath expands on the premise by making the haunting an extension of the protective measures women employ in misogynistic and predatory environments. Without spoiling anything for the lucky ones who haven’t seen the film, I will say that the ghost in What Lies Beneath is more concerned with protecting a living woman than avenging her own death. In this way, the specter is acting just like Elena, Jody, and Mrs.Templeton — employing the longstanding whisper networks needed to protect their peers in dangerous environments.

There are so many themes at play in What Lies Beneath, but it’s incredible how its central narrative so correctly predicted the conversations and revelations happening today. It makes one wonder if Sarah Kernochan incorporated the world she witnessed as a female filmmaker into it in any way, or if Clark Gregg, Speilberg, or Zemeckis also mirrored the environment of Hollywood in the world depicted in the film. Unfortunately, while What Lies Beneath is beloved by many horror fans, its lack of mainstream recognition has prevented the reexamination it so needs. Critics at the time felt that the incorporation of the supernatural into what was otherwise seen as a Hitchcockian thriller negatively impacted the film. It’s a sad reflection of a dated dismissal of horror as a legitimate genre. Thrillers were (and still are) considered more artistically valuable, but adding a ghost transforms the film into dreaded horror. 


“There are so many themes at play in What Lies Beneath, but it’s incredible how its central narrative so correctly predicted the conversations and revelations happening today..”


But instead of watering down the thriller genre, What Lies Beneath brought a new approach to the supernatural horror genre and holds up even better today than at the time. On the occasion of its 20th anniversary, let’s give the film the recognition it deserves as a disarmingly well-built chiller with layers of relevant thematic depth. The script handles twist upon twist with ease while never wasting the viewers time — every moment is significant. It’s one of the most perfectly constructed thrillers since…well, Hitchcock! On top of that, its story feels relevant and essential in a way that many of its fellow 2000-era chillers don’t. If it took 20 years for the brilliance of What Lies Beneath to come to light, better late than never. If the film says anything, it’s that nothing worth knowing stays buried forever. 


What are your thoughts on What Lies Beneath? Are you a fan of the ghostly thriller? What other underrated horror films do you love that got more relevant with age? Let us know on  TwitterInstagramReddit, and the Horror Fiends of Nightmare on Film Street Facebook page! And for all the best horror retrospectives, stay tuned to Nightmare on Film Street.