Because Shyamalan's pictures rely so much on surprise, I'll only give you the absolute basics of the plot. Mark Wahlberg plays Eliot Moore, a Philadelphia school teacher who is having some minor marriage problems with his wife Alma (Zooey Deschanel). When a mysterious virus begins to break out in New York City and then spread to other cities in the Northeast, Eliot and Alma flee for safety, with the young daughter of his best friend in tow. Everywhere they go, others are also trying to outrun the virus, which causes victims to become disoriented and then kill themselves. Nobody knows exactly what's causing it; the story floats a few suggestions but never completely settles on one. (A wise move since the unknown is generally scarier.) The safest place seems to be in the isolated countryside, but getting there proves to be a hazardous challenge.

The virus in The Happening is a device so unusual that it's bound to be divisive. Some moviegoers will find the suicide-inducing plague to be creepy, while others will find it irredeemably silly. And those who find it silly will never in a million years understand what anyone could find compelling about it.

Yes, some things that happen in the story are a bit silly. I'll be the first to admit that, but in general, I found the movie to have more creepy moments than silly ones. The early scenes, where the virus is spreading and no one knows what it is or where it came from, draw on the fear and panic of 9/11, as well as lingering worries that it could happen again. In some ways, I was also reminded of The Mist - the scariest movie I've seen in years - in that The Happening explores how different people have different reactions to an impending threat. Although that picture does it a little better than this one, Shyamalan does do an effective job showing how some folks work together and others fend for themselves, or even turn on each other.

But there's more to the story than just a virus outbreak. Without giving anything away, the story is ultimately about how, with the constant threat of things like terrorism and worldwide pandemics, we should never neglect or take for granted those whom we love. A scene between Wahlberg and Deschanel in the last 15 minutes illustrates this and brings some real depth to everything else we've seen. They give very good performances, as does Betty Buckley, who portrays a mysterious old woman they encounter late in the plot. Buckley takes a part that, by all rights, should have detracted from the story and makes it work instead.

You can actually feel M. Night Shyamalan shedding his pretensions with this movie. Part of his problem the last few years was that he took his own (often self-made) hype seriously - even going so far as to cast himself in Lady in the Water as a brilliant writer whose work is destined to change the world. When you have the gall to compare yourself to Spielberg, you'd better be able to knock one out of the park every time or else journalists, bloggers, and message board posters will get out their brickbats. But whereas Lady reeked of self-impressed egotism, The Happening plays as exactly what it is: a thoughtful B-movie chiller. While there are certainly ideas behind it, the film lacks the bloated self-importance that plagued the director's last two efforts. This time, Shyamalan seems content merely to entertain us, and that's enough.

I don't think The Happening is M. Night Shyamalan's best work (that remains The Sixth Sense), but I enjoyed watching him get back to basics. The things I initially liked about him - his quiet storytelling, his simple but effective philosophies, his skill at creating an unsettling tone - are all here. Like I said, there are certainly moments where the film dips into silliness, yet I responded strongly to the stuff that's eerie, as well as to the message of love that runs underneath everything else. Hopefully Shyamalan still has another masterpiece in him somewhere. If nothing else, The Happening suggests that he's back on the right track.

( out of four)

The Happening is rated R for violent and disturbing images. The running time is 1 hour and 32 minutes.