Whatever the reason, Phantoms is certainly not O’Toole’s finest hour. Based on a novel by Dean Koontz, who also wrote the screenplay, Phantoms is set a small Colorado town, where two sisters Lisa (Rose McGowan) and Jenny (Joanna Going) are headed. When they arrive at Jenny’s house, they discover that Jenny’s housekeeper is dead. They pick up the phone; it’s dead. When they tear out of the house, they discover that the car engine is dead. And when they make their way to the police station, they find that the sheriff is also dead.

As the women continue to tour the town (the couple at the bakery are dead), they finally come upon three men who are alive: Sheriff Bryce (Ben Affleck) and two of his deputies. So now all five of them poke around (more dead bodies) until they find a clue. On a mirror is scrawled “Timothy Flyte, the Ancient Enemy.” Timothy Flyte (O’Toole) turns out to be a washed-up professor who has turned to writing for The Weekly World News after he was drummed out of academia for his screwy theories regarding what he calls “the Ancient Enemy,” an underground mutating blob that emerges every few decades or so to feed. Because of Flyte’s expertise on the subject, he is rounded up by the FBI and taken to the town to aid them in destroying it.

The action in Phantoms is strictly B-movie material. The women clutch each other while this unknown force shows itself as a giant butterfly or a dog with a pulsating back. The FBI agents foolishly risk their lives by looking down in sink drains and sewers (didn’t Flyte tell them this thing is underground?). There’s hardly any suspense here, because the Ancient Enemy always attacks and there’s really no question who’s going to get it.