Break out the citronella candle: This creepy thriller gets under the skin

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The most volatile, least easily psychoanalyzed of '70s auteurs in Peter Biskind's classic New Hollywood tell-all Easy Riders, Raging Bulls, William Friedkin may have mellowed since unleashing The Exorcist, sliding into box-office hell, and marrying a major studio boss. Indeed, the recovering bad-boy movie brat — now 71, believe it or not — has directed more operas than motion pictures in the past decade. But his new Bug, made on the cheap for the horror-loving kids at Lionsgate, is genuinely freaky-deaky, not to mention more inventively unsettling than anything Friedkin has mustered in the quarter-century since twisting little Linda Blair into a satanic spewer of pea soup and F-bombs.

Seems an old dog can learn new tricks after all. Based on Tracy Letts's Off-Broadway hit from a few years back, Friedkin's most modestly produced feature since 1970 mostly confines its creepy-crawly head games to one dingy motel room, where an Oklahoma honky-tonk barmaid (Ashley Judd) holes up with a wigged-out stranger (Michael Shannon) just back from major combat operations in the Middle East. To varying degrees, these two damaged, desperate souls let their imaginations run wild in tight quarters, leading to full-on madness and an erotic/violent climax right out of Almodóvar's Matador. For now, let's just say the vet has got something under his skin — an itch he can't sufficiently scratch. As for Judd's jittery Agnes, who collects coins in a glass jar and opens a wine bottle with her teeth, she has been having a rough time ever since her toddler son went missing; in recent years, she has also struggled to keep a distance from the inmate ex-husband (Harry Connick Jr.) who battered her. At the start of the movie, Agnes gets crank phone calls that suggest the convict has been sprung. Message: The war at home is a killer, too.

Not to say that Friedkin, whose demonic-possession flick threatened to exorcise the unholy women's-lib movement in '73, has finally gotten political. Flamboyantly absurd, Bug often plays like a satire of the lefty paranoia cinema that was big in Friedkin's Hollywood heyday. And yet its psychological insights into mental illness remain acute, even sensitive; if nothing else, the newly penny-pinching director doesn't disparage the veteran head case whose bugged-out condition lends such post-traumatic ingenuity to the bare-bones production. Halfway through, when the cheap-motel mise-en-scene begins to feel familiar, our resident weirdo — convinced that a nefarious Army experiment has left him with tiny "rogue aphids" in his bloodstream — proceeds to wrap the entire room in tinfoil. Presto — a new movie set at Reynolds Wrap prices!

Friedkin's other affordable manipulations are unnervingly effective as well. In tight close-ups, he favors flicking the zoom lens forward just a smidgen to enhance the flop sweat feel of an already clammy, claustrophobic film. More than Vacancy, the season's other room-for-rent thriller, Bug has an aesthetic bead on the cut-rate menace of motel hell: The sounds of clanging old phones, buzzing fluorescent lights, and an ill smoke alarm are amped to aptly torturous levels. But beyond the movie's minor effects, including snippets of cattle prod shock-style cutting, ostensibly there to goose the first hour for Saw fans, Bug is principally a showcase for actors, rarely more than two on-screen at a time. Connick's testy scenes with Shannon are precise studies in she's-mine macho posturing, allowing Friedkin to imply that, for the heroine, the abusive ex-con isn't the only man she may need to fear. As for Judd, her persistent interest in working-class-female neurosis continues to be about more than trading the makeup kit for a shot at Oscar gold. Needing a man, any man, even a self-mutilating lunatic ("Guess I'd rather talk with you about bugs than nuthin' with nobody"), her Agnes undergoes an extreme, insect-like metamorphosis, turning Bug itself from a horror movie into something like a love story.

Love? How will such mushy stuff fly with Lionsgate's core gore audience? Well, at a mere $4 mil, seemingly recoupable on DVD alone, Bug makes what the kids think appear rather irrelevant — which in turn makes the film look like a rare triumph for the old New Hollywood. Friedkin's fellow '70s players — Coppola, De Palma, Scorsese, Spielberg — wouldn't dare work at this neo-grindhouse level, and it's a damn shame. Only with nothing left to lose will a heartbroken survivor — like Agnes, like Friedkin — be willing to get down and dirty.

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