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{{Infobox film
| name           = What Lies Beneath
| image          = What lies beneath (poster).jpg
| caption        = Theatrical release poster
| director       = [[Robert Zemeckis]]
| producer       = {{plainlist|
* [[Steve Starkey]]
* Robert Zemeckis
* [[Jack Rapke]]
}}
| screenplay     = [[Clark Gregg]]
| story          = {{plainlist|
* [[Sarah Kernochan]]
* Clark Gregg
}}
| starring       = {{plainlist|
* [[Harrison Ford]]
* [[Michelle Pfeiffer]]
* [[Diana Scarwid]]
* [[Joe Morton]]
* [[James Remar]]
* [[Miranda Otto]]
}}
| music          = [[Alan Silvestri]]
| cinematography = [[Don Burgess (cinematographer)|Don Burgess]]
| editing        = [[Arthur Schmidt (film editor)|Arthur Schmidt]]
| studio         = [[ImageMovers]]
| distributor    = {{plainlist|
* [[DreamWorks Pictures]] (United States)
* [[20th Century Fox]] (International)
}}
| released       = {{Film date|2000|7|21}}
| runtime        = 130 minutes
| country        = United States
| language       = English
| budget         = $100 million
| gross          = $291.4 million
}}

'''''What Lies Beneath''''' is a 2000 American [[Supernatural film|supernatural thriller]] film directed by [[Robert Zemeckis]] from a screenplay by [[Clark Gregg]], who co-wrote the story with [[Sarah Kernochan]]. The film stars [[Harrison Ford]] as a university professor and [[Michelle Pfeiffer]] as his wife, who is unsure if their home is haunted by a ghost or if she is losing her mind.

The first film by Zemeckis' production company [[ImageMovers]], ''What Lies Beneath'' was theatrically released by [[DreamWorks Pictures]] in North America and [[20th Century Studios|20th Century Fox]] internationally on July 21, 2000. While it received generally mixed reviews from critics who praised Pfeiffer's performance and criticized the screenplay, the film was a box office success, grossing $291.4 million worldwide against a budget of $100 million and becoming the 10th highest-grossing film of the year.<ref name="boxofficemojo.com">{{cite web|url=https://boxofficemojo.com/movies/?id=whatliesbeneath.htm|title=What Lies Beneath (2000) - Box Office Mojo|website=[[Box Office Mojo]]|access-date=October 31, 2022|archive-date=March 5, 2012|archive-url=https://web.archive.org/web/20120305172403/http://boxofficemojo.com/movies/?id=whatliesbeneath.htm|url-status=live}}</ref>

''What Lies Beneath'' was nominated for the [[Saturn Awards|Saturn Award]] for [[Saturn Award for Best Horror Film|Best Horror Film]] at the [[27th Saturn Awards]], in addition to nominations for Zemeckis ([[Saturn Award for Best Director|Best Director]]) and Pfeiffer ([[Saturn Award for Best Actress|Best Actress]]). At the [[7th Blockbuster Entertainment Awards]], Ford won Favorite Actor – Suspense, Pfeiffer won Favorite Actress – Suspense, and Scarwid was nominated for Favorite Supporting Actress – Suspense.

==Plot==
Claire Spencer and her husband Norman, an accomplished scientist and professor, live a quiet life at their lakeside home in [[Vermont]]. The Spencers' relationship is strained, especially after Caitlin, Claire's daughter and Norman's stepdaughter, leaves for college. Claire notices that their new neighbors, Mary and Warren Feur, have a volatile relationship. After Mary is unseen for several days, Claire suspects Warren may have killed her. Claire believes she sees a woman's body in the lake and senses a presence in the house. A framed article about Norman falls off his desk and shatters, leading Claire to discover an odd key. She finds the bathtub mysteriously filled and sees another woman's reflection in the water.

Claire and her friend Jody hold a [[séance]]. She finds the bathtub filled again, sees a message stating "you know" on the foggy bathroom mirror, and her computer inexplicably types the initials "MEF". Convinced Mary's ghost is haunting her, Claire publicly confronts Warren, only for Mary to appear next to him. She later learns that Mary went to her mother's house after the couple had a fight. On the back of Norman's article, Claire finds a story about a missing woman named Madison Elizabeth Frank. She visits Madison's mother and steals a lock of Madison's hair, as well as noticing a photo of Madison wearing an unusual necklace.

Following a ritual from a book, Claire attempts to conjure Madison. Seemingly possessed by her spirit, Claire aggressively seduces Norman, shocking him by speaking as Madison until she drops the lock of hair, which ends the possession. Claire recalls a repressed memory about Norman's affair with a student named Madison, which happened during a rough patch in their marriage. Claire leaves to spend the night with Jody, who reveals that she saw Norman arguing with a woman at a café in the nearby town of Adamant a year earlier. Returning home, Claire finds Norman unconscious in the bathtub, along with a hairdryer, which he assures her was an accident. He says an unstable Madison confronted him at home when he ended their affair, but denies killing her. Standing on the lakeside dock with Madison's hair, Claire is pulled into the water by an unseen force; while underwater, she sees a jewelry box matching Madison's necklace in the photo. Norman pulls Claire to safety and they burn the lock of hair.

Claire's suspicions return when Norman claims not to know the café in Adamant, where she sees the same necklace and jewelry box at a nearby shop. Recovering the box from the lake and unlocking it with the key from Norman's office, she finds Madison's necklace inside. She confronts Norman, who says that he came home to find Madison had killed herself; in desperation, he pushed her car into the lake with her body inside. Norman agrees to confess and call the police, but instead distracts and paralyzes Claire with [[halothane]].

Norman admits to murdering Madison when she threatened to expose their affair to the dean. He places Claire in the bathtub, filling it with water to stage her suicide. As he removes Madison's necklace from Claire, her face contorts into that of Madison's corpse. A startled Norman hits his head on the sink and knocks himself out. As the drug wears off, Claire barely escapes drowning. She flees in Norman's truck, but he climbs on it and attacks her. The truck crashes into the lake, dislodging Madison's body from the sunken car. As Norman tries to drown Claire, Madison grabs him. Claire escapes as Norman drowns and Madison's ghost drifts away. Later that winter, Claire places a rose on Madison's grave.

==Cast==
*[[Harrison Ford]] as Dr. Norman Spencer
*[[Michelle Pfeiffer]] as Claire Spencer
*[[Diana Scarwid]] as Jody
*[[Joe Morton]] as Dr. Drayton
*[[James Remar]] as Warren Feur
*[[Miranda Otto]] as Mary Feur
*[[Wendy Crewson]] as Elena
*[[Ray Baker (actor)|Ray Baker]] as Dr. Stan Powell
*[[Micole Mercurio]] as Mrs. Frank
*[[Amber Valletta]] as Madison Elizabeth Frank
*Katharine Towne as Caitlin Spencer
*Sloane Shelton as Mrs. Templeton

==Production==
Documentary filmmaker [[Sarah Kernochan]] had adapted a personal experience with the paranormal as a script treatment featuring a retirement aged couple dealing with restless but compassionate spirits. [[DreamWorks Pictures|DreamWorks]] commissioned a rewrite from actor-writer [[Clark Gregg]]. This script was delivered in 1998 by [[Steven Spielberg]] to his director friend [[Robert Zemeckis]],<ref>{{cite magazine |last=Sloane |first=Judy |date= |title=What Lies Beneath Director |url=http://www.visimag.com/starburst/268_feature.htm |url-status=dead |archive-url=https://web.archive.org/web/20171215001410/http://www.visimag.com/starburst/268_feature.htm |archive-date=2017-12-15 |access-date=2014-09-29 |website=[[Starburst (magazine)|Starburst]] |via=www.visimag.com |issue=268}}</ref> who had signed a deal for DreamWorks to distribute the films of newly founded production company [[ImageMovers]], and announced interest in doing a thriller film.<ref name=notes>{{cite press release|url=http://cinema.com/articles/235/what-lies-beneath-production-notes.phtml|title=What Lies Beneath (2000) – Production Notes|publisher=20th Century Fox|year=2000|access-date=2014-09-29|archive-date=2014-09-03|archive-url=https://web.archive.org/web/20140903212610/http://cinema.com/articles/235/what-lies-beneath-production-notes.phtml|url-status=live}}</ref> [[Harrison Ford]] then signed on to star in the film, even agreeing to clear room in his schedule for the project.<ref>{{cite magazine|url=https://variety.com/1998/voices/columns/beneath-pairs-ford-zemeckis-d-onofrio-nabs-abbie-1117471528/|title='Beneath' pairs Ford, Zemeckis; D'Onofrio nabs 'Abbie'|magazine=Variety|date=June 4, 1998|access-date=December 9, 2017|archive-date=May 17, 2024|archive-url=https://web.archive.org/web/20240517140833/https://variety.com/1998/voices/columns/beneath-pairs-ford-zemeckis-d-onofrio-nabs-abbie-1117471528/|url-status=live}}</ref> [[Michelle Pfeiffer]] then followed as DreamWorks started to negotiate with [[20th Century Fox]] regarding the film's distribution.<ref>{{cite magazine|last=Fleming|first=Michael|url=https://variety.com/1998/film/news/pfeiffer-joins-ford-in-what-1117481510/|title=Pfeiffer joins Ford in 'What'|magazine=Variety|date=October 16, 1998|access-date=December 9, 2017|archive-date=May 17, 2024|archive-url=https://web.archive.org/web/20240517140838/https://variety.com/1998/film/news/pfeiffer-joins-ford-in-what-1117481510/|url-status=live}}</ref> Ford and Pfeiffer were Zemeckis' first and only choices for the lead roles.<ref name=notes/> Fox agreed to distribute both ''What Lies Beneath'' and Zemeckis' other project ''[[Cast Away]]'', with the thriller having DreamWorks doing the domestic distribution and Fox the international one.<ref>{{cite magazine|last=Petrikin|first=Chris|url=https://variety.com/1998/film/news/pairing-for-zemeckis-1117481417/|title=Pairing for Zemeckis|magazine=Variety|date=October 14, 1998|access-date=December 9, 2017|archive-date=May 17, 2024|archive-url=https://web.archive.org/web/20240517140726/https://variety.com/1998/film/news/pairing-for-zemeckis-1117481417/|url-status=live}}</ref>

''What Lies Beneath'' was filmed while production of ''Cast Away'' took a hiatus to allow [[Tom Hanks]] to lose weight and grow a beard.<ref>{{cite news|last=Kehr|first=Dave|title='Cast Away' Director Defies Categorizing|newspaper=The New York Times|date=December 17, 2000|page=15}}</ref> As Gregg had to remain with production for rewrites, he had to decline an offer to read for a major role in ''[[Sports Night]]''; [[Aaron Sorkin]] later created a minor role in the final episodes of the series for Gregg.<ref>{{cite web|url=https://www.avclub.com/clark-gregg-1798227379|title=Clark Gregg|first=Erik|last=Adams|website=The A.V. Club|publisher=The Onion|date=September 13, 2011|access-date=October 31, 2022|archive-date=May 17, 2024|archive-url=https://web.archive.org/web/20240517140842/https://www.avclub.com/clark-gregg-1798227379|url-status=live}}</ref>

==Reception==
===Box office===
''What Lies Beneath'' opened in 2,813 theaters in North America and grossed $29,702,959 for an average of $10,559 per theater. It reached the number one spot at the box office upon opening, beating ''[[X-Men (film)|X-Men]]''.<ref>{{cite news|last=Harrigan|first=Tom|url=https://www.newspapers.com/clip/109933313/what-lies-beneath-opens-in-top-spot/|title='What Lies Beneath' opens in top spot; 'X-men' drops to second|date=July 26, 2000|access-date=September 21, 2022|page=49|agency=Associated Press|publisher=The News & Observer|via=Newspapers.com|archive-date=September 21, 2022|archive-url=https://web.archive.org/web/20220921134504/https://www.newspapers.com/clip/109933313/what-lies-beneath-opens-in-top-spot/|url-status=live}} {{Open access}}</ref> The film ended up earning $155,464,351 domestically and $135,956,000 internationally for a total of $291,420,351 worldwide, close to triple its production budget of $100 million.<ref name="boxofficemojo.com"/>

===Critical response===
On [[Rotten Tomatoes]], ''What Lies Beneath'' holds an approval rating of 47% based on 126 reviews, with an average rating of 5.50/10. The site's critics consensus reads: "Robert Zemeckis is unable to salvage an uncompelling and unoriginal film."<ref>{{cite web |title=What Lies Beneath |url=https://www.rottentomatoes.com/m/what_lies_beneath/ |url-status=live |archive-url=https://web.archive.org/web/20240517140728/https://www.rottentomatoes.com/m/what_lies_beneath |archive-date=May 17, 2024 |access-date=April 5, 2019 |website=Rotten Tomatoes |publisher=Fandango Media}}</ref> [[Metacritic]] assigned the film a weighted average score of 51 out of 100, based on 35 critics, indicating "mixed or average reviews".<ref>{{cite web|url=https://www.metacritic.com/movie/what-lies-beneath|title=What Lies Beneath reviews|website=Metacritic|publisher=CBS Interactive|access-date=December 26, 2009|archive-date=May 17, 2024|archive-url=https://web.archive.org/web/20240517141348/https://www.metacritic.com/movie/what-lies-beneath/|url-status=live}}</ref> Audiences polled by CinemaScore gave the film an average grade of "B+" on an A+ to F scale.<ref name="CinemaScore">{{cite web|url=https://m.cinemascore.com/|title=CinemaScore|work=cinemascore.com|access-date=2017-10-16|archive-date=2019-12-14|archive-url=https://web.archive.org/web/20191214005119/https://m.cinemascore.com/|url-status=live}}</ref>

''[[The New York Times]]'' wrote that "at the start, [Zemeckis] zaps us with quick, glib scares, just to show he still knows how, but his heart isn't in this kind of material anymore. His reflexes are a little slow."<ref>{{cite news|url=https://www.nytimes.com/library/film/072100beneath-film-review.html|first=Elvis|last=Mitchell|title='What Lies Beneath': If Only Her Husband Hadn't Made That Horrible Mistake|newspaper=The New York Times|date=July 21, 2000|access-date=February 23, 2017|archive-date=May 17, 2024|archive-url=https://web.archive.org/web/20240517141245/https://archive.nytimes.com/www.nytimes.com/library/film/072100beneath-film-review.html|url-status=live}}</ref> The ''[[Los Angeles Times]]'' called it "spooky with a polished kind of creepiness added in... ''What Lies Beneath'' nevertheless feels more planned than passionate, scary at points but unconvincing overall."<ref>{{cite news|first=Kenneth|last=Turan|authorlink=Kenneth Turan|url=http://www.calendarlive.com/movies/reviews/cl-movie000720-9,0,5879659.story|title=What Lies Beneath – MOVIE REVIEW|work=Los Angeles Times|date=July 21, 2000|access-date=July 27, 2010|archiveurl=https://web.archive.org/web/20100727102902/http://www.calendarlive.com/movies/reviews/cl-movie000720-9,0,5879659.story|archivedate=July 27, 2010|url-status=dead}}</ref> ''[[Time Out (magazine)|Time Out]]'' thought that "after a slow build that at times makes every hair stand on end{{spaced ndash}}Zemeckis rolls out every thriller cliché there is. A pity, because until then it's a smart, realistically staged, adult-oriented and extraordinarily effective domestic chiller."<ref>{{cite magazine|url=https://www.timeout.com/movies/what-lies-beneath|title=What Lies Beneath Review – Film|magazine=Time Out|access-date=2022-10-31|archive-date=2024-05-17|archive-url=https://web.archive.org/web/20240517141344/https://www.timeout.com/movies/what-lies-beneath|url-status=live}}</ref> ''[[Empire (magazine)|Empire]]'' wrote "The biggest surprise is, perhaps, that what emerges is no masterpiece, but a semi-sophisticated shocker, playfully homaging Hitchcock like a mechanical masterclass in doing 'genre'. The first hour is great fun... It's an enjoyably giddy ride, certainly, but once you're back from the edge of your seat, you realise most of the creaks and groans are from the decomposing script."<ref>{{cite magazine|url=https://www.empireonline.com/movies/reviews/lies-beneath-review/|title=Review of What Lies Beneath|magazine=Empire|access-date=2022-10-31|archive-date=2024-05-17|archive-url=https://web.archive.org/web/20240517141233/https://www.empireonline.com/movies/reviews/lies-beneath-review/|url-status=live}}</ref>

Writing for the ''[[Chicago Sun-Times]]'', [[Roger Ebert]] gave the film two stars out of four. He praised Michelle Pfeiffer's performance, calling her "convincing and sympathetic", but commented, "Lacking a smarter screenplay, it milks the genuine skills of its actors and director for more than it deserves, and then runs off the rails in an ending more laughable than scary. Along the way, yes, there are some good moments."<ref name="ebert">{{cite news |last=Ebert |first=Roger |author-link=Roger Ebert |date=July 21, 2000 |title=What Lies Beneath |url=https://www.rogerebert.com/reviews/what-lies-beneath-2000 |url-status=live |archive-url=https://web.archive.org/web/20211111225232/https://www.rogerebert.com/reviews/what-lies-beneath-2000 |archive-date=November 11, 2021 |access-date=December 25, 2021 |newspaper=Chicago Sun-Times}}</ref> He also stated that he felt the problem with Zemeckis' desire to direct a Hitchcockian film (''What Lies Beneath'' contains several musical, visual and plot references to [[Psycho (1960 film)|''Psycho'']] and [[Vertigo (film)|''Vertigo'']], among other Hitchcock films) was Zemeckis' decision to involve the supernatural, a device Ebert felt [[Alfred Hitchcock]] never would have done.<ref name=ebert/>

===Accolades===
{| class=wikitable
|-
!Award
!Category
!Subject
!Result
|-
|[[American Society of Composers, Authors and Publishers|ASCAP Award]]<ref>{{Cite magazine |date=May 5, 2001 |title=Jewison And Bernstein Scoop ASCAP Film And TV Awards |url=https://books.google.com/books?id=BBQEAAAAMBAJ&pg=PA9 |magazine=Billboard |volume=113 |issue=18 |page=9 |issn=0006-2510 |access-date=July 28, 2024}}</ref>
|Top Box Office Films
|[[Alan Silvestri]]
|{{won}}
|-
|rowspan=3|[[Blockbuster Entertainment Awards]]<ref>{{Cite web |last=Brown |first=Karen Lancaster |title=2001 Blockbuster Entertainment Awards |url=http://promo.blockbuster.com/default.asp?site=bea&page=headlines.html |url-status=dead |archive-url=https://web.archive.org/web/20020626105922/http://promo.blockbuster.com/default.asp?site=bea&page=headlines.html |archive-date=June 26, 2002 |access-date=July 28, 2024 |website=Blockbuster.com}}</ref>
|Favorite Actor - Suspense
|[[Harrison Ford]]
|{{won}}
|-
|Favorite Actress - Suspense
|[[Michelle Pfeiffer]]
|{{won}}
|-
|Favorite Supporting Actress - Suspense
|[[Diana Scarwid]]
|{{nom}}
|-
|[[Golden Trailer Awards|Golden Trailer Award]]<ref>{{Cite web |title=GTA2 Nominees (2001) |url=http://www.goldentrailer.com/gta2-nominees/ |url-status=dead |archive-url=https://web.archive.org/web/20171107022059/http://www.goldentrailer.com/gta2-nominees/ |archive-date=2017-11-07 |access-date=2024-07-28 |website=goldentrailer.com}}</ref>
|colspan=2|Best Horror/Thriller
|{{nom}}
|-
|[[Nastro d'Argento]]
|Silver Ribbon for Best Male Dubbing
|[[Michele Gammino]]
|{{won}}
|-
|rowspan=5|[[Saturn Award]]<ref>{{Cite web |date=April 4, 2001 |title=Nominees for 27th annual Saturn Awards - UPI Archives |url=https://www.upi.com/Archives/2001/04/04/Nominees-for-27th-annual-Saturn-Awards/9791986356800/ |access-date=2024-07-28 |website=UPI |language=en}}</ref>
|rowspan=3|[[Saturn Award for Best Horror Film|Best Horror Film]]
|[[Jack Rapke]]
|{{nom}}
|-
|[[Steve Starkey]]
|{{nom}}
|-
|rowspan=2|[[Robert Zemeckis]]
|{{nom}}
|-
|[[Saturn Award for Best Director|Best Director]]
|{{nom}}
|-
|[[Saturn Award for Best Actress|Best Actress]]
|Michelle Pfeiffer
|{{nom}}
|}

==Remake==
The film was unofficially remade in India as ''[[Raaz (2002 film)|Raaz]]'' and released in 2002.<ref>{{cite web|url=https://collider.com/bollywood-remakes-that-are-better-than-the-original/#raaz-2002|title=7 Bollywood Remakes That Are Better Than The Original Movie|website=[[Collider (website)|Collider]]|date=7 April 2022 |access-date=7 April 2022|archive-date=17 May 2024|archive-url=https://web.archive.org/web/20240517141354/https://collider.com/bollywood-remakes-that-are-better-than-the-original/#raaz-2002|url-status=live}}</ref>

==See also==
* [[List of ghost films]]

==References==
{{Reflist}}

==External links==
{{wikiquote|What Lies Beneath}}
*{{IMDb title|0161081}}
*{{mojo title|whatliesbeneath}}

{{Robert Zemeckis}}
{{Authority control}}

[[Category:2000s thriller films]]
[[Category:2000s American films]]
[[Category:2000s ghost films]]
[[Category:2000 psychological thriller films]]
[[Category:2000s English-language films]]
[[Category:2000s psychological thriller films]]
[[Category:2000s supernatural films]]
[[Category:20th Century Fox films]]
[[Category:American ghost films]]
[[Category:American haunted house films]]
[[Category:American psychological thriller films]]
[[Category:American supernatural thriller films]]
[[Category:American psychological films]]
[[Category:DreamWorks Pictures films]]
[[Category:Films about adultery in the United States]]
[[Category:Films about amnesia]]
[[Category:Films about scandalous teacher–student relationships]]
[[Category:Films directed by Robert Zemeckis]]
[[Category:Films produced by Robert Zemeckis]]
[[Category:Films scored by Alan Silvestri]]
[[Category:Films set in country houses]]
[[Category:Films set in Vermont]]
[[Category:Films set on lakes]]
[[Category:Films shot in Vermont]]
[[Category:ImageMovers films]]
[[Category:English-language thriller films]]