MOVIE REVIEW

By MANOHLA DARGIS, Times Staff Writer

At first glance, director David Twohy's "Below" has the makings of a B-movie horror classic. Somewhere in the Atlantic during the Second World War, the crew of the U.S. ship Tiger Shark happens across three survivors from a downed British ship. Among the rescued are two sailors and an inquisitive female nurse (Olivia Williams) whose very presence provokes consternation among the crew. The men think she foretells bad luck, and so she does--with shivers and appreciable intelligence.

Written by Darren Aronofsky ("Pi") and Lucas Sussman, along with horror veteran Twohy, "Below" has a slamming first hour. As Ian Wilson's camera darts over Charles Lee's spookily atmospheric sets, enigmas sprout like mushrooms. A turntable spins uncontrollably ("Sing, Sing, Sing" it commands), and ghostly faces materialize with the persistence of unwelcome guests. The captain (Bruce Greenwood) twitches with the certainty of the condemned while everyone else--Matt Davis, Holt McCallany, Scott Foley, Zach Galifianakis, Dexter Fletcher, Jason Flemyng and Nick Chinlund--wanders about with the haunted look of men who can't find a way out. Every bang makes them jump (us too).

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If "Below" had been released in 1943--the year of its story--it would have come in at an agile 70 minutes instead of a protracted 104. Twohy has said he studied the work of Jacques Tourneur, the director of sleek 1940s thrillers such as "Cat People." You can see Tourneur's imprint on "Below," which makes better use of shadow than most neo-noirs, as well as that of his three-time producer Val Lewton, whose 1943 "The Ghost Ship" may be another inspiration. A legendary figure, Lewton had a genius for restraint--including brisk running times. One look at "Below" and he would brought out the scissors, knowing as he did that the key to great horror isn't how much you explain but how little.

Rated R for language and some violence. In general release. Running time: 1 hour, 44 minutes.