I’ve actually met the writer of this film, Mark Protosevich. He was a really nice guy. He said that it went through several rewrites between him, the studio and other people. Needless to say, He says that he’s not proud of this final product and hopes that they remake it and better

Fun fact: Tarsem, Michael Bay and Zack Snyder were all buddies at film school together. ...No really, they were! Go look it up!

The Peewee's Dungeon bit is probably my favorite Nostalgia Critic joke.

“Be Disturbed” is a good way of describing movies especially a lot of recent horror movies adding creepy imagery even when it makes no sense

Not super disturbing, but I'll admit the "horse slicing glass guillotine" was pretty cool.

i bet dude wears one of those hot topic shirts that says "you laugh cause i'm different - i laugh because you're all the same"

Another movie I liked as a kid but would often rewrite it as I watched it. I loved the concept and the visuals are stunning. But the story always felt thin. I wanted to know so much more about Carl. I wanted more psychology. And I would have loved the idea of there being a possibility that they never actually entered anyone's mind. Or that she never left Carl's mind.

13:14 I remember seeing that scene in the theater and being astonished. "She's already in? That means he knows what the room looks like, even though he's never seen it and he's in a coma! Surely that has some explanation and some significance to the story! While they're connected, is he somehow going back and invading her mind?" But no! It goes absolutely nowhere!

"She's dead, wrapped in plastic" Ah, Twin Peaks...

I thought the visuals in this film were amazing, it's a bit hokey because of Lopez, but otherwise a pretty awesome idea for a movie. Evil Within I think took a lot of influence from it.

YOu know what... there was an episode of "The Batman" That had this exact same plot involving going into the mind of the Joker to try and find out where he has hidden Detective Yin who is put in a death Trap. And THAT WAS DONE SO MUCH BETTER!!!

I think Tarsem Singh improved on all the things he did wrong in "The Cell" in his next movie which is one of my all time favourites called "The Fall" which no one saw. It did not have a big cast (Lee Pace was the lead) but it was a much more imaginative and pretty spectacle. Please watch it. It is really good!

This episode would have been good except for the wall. If it was white instead of yellow, this would have been amazing.

I would totally watch Peewee's dungeon

Honestly, I think the film's visuals is the only thing that made this film above average.

The "be disturbed" buttton is my favorite NC joke of all time. It´s Doug´s delivery that makes it so great.

00:24 " I don't make major motion pictures, I make crap." I think I found Uwe Boll's catchphrase.

In fairness, I think the idea with her getting fooled the second time in was that he was pulling thoughts from *her* head just as she'd been pulling thoughts from his.

That horse thing was actually kind of disturbing..poor horse

I have to admit, the scene with Vaughn's intestines does genuinely disturb me.

Be disturbed! And then get down with the sickness.

the thumbnail though

Fun Fact: Roger Ebert gave this movie a 4/4 Stars and called this one of the best movies of the year

Guest voice: Tex Avery's Droopy Dog as "Be Disturbed" Guy.

"Nostalgia Critic - Evil Dead" and/or "Old V.S. New - Evil Dead"!

14:31 That shot remains my most disturbing memory from this film. The father separates what is presumably the mother's legs and says, 'See that?' That wouldn't be so bad except that was an 'actual kid' being told to look between the legs of an actual actress.

I like the spongebob version of this crap better its called "Sleepy Time" Spongebob goes into all the other characters dreams

so this movie is basically "inception" meets "50 shades of gray"

They made a "The Batman" episode thats basically like this, joker kidnaps a detective, puts her in a death trap, dr. strange makes a machine that can let batman go into his mind then they have to find out were the detective is by traveling through the jokers mind

"Be disturbed" "Ask me what it means!" Evangelion in a nutshell

Soooo walter white's brother in law was in this task force before he joined DEA huh?

Silent Hill 4 is this done correctly.

Oh shit! I didn't realize it until the horse scene, but I saw this movie way back when I was a kid and it freaked me out so badly that I blocked it from my memory! Fuck this movie! D:

That Pee Wee's Dungeon bit. Omg. 😂😂😂😂

Oh damn it, I thought this was that Stepehn King movie that just came out. The one where zombies are recharged by the Trololol song. I'm not joking.

@4:57 I never realized it, but that's Hank from Breaking Bad!

I completely agree with what you said about scenes of abuse in movies. Decent human beings who have been lucky enouph to never have been abused are still disgusted, survivors of abuse really don`t need to be reminded of it, and sickos are still going to enjoy it, no matter how skillfully or sympathetically portrayed. Yes, I know he just meant this movie, and I`ll allow that sometimes it is necessary. Also a lot of the imagery used is stolen from William Blake`s Red Dragon series of paintings which was used to much better effect in both Mindhunter and Red Dragon.

Tarsem: "Be Disturbed" David Draiman: "Done"

4:56 - 5:10 Rare footage of Corporal Hank Schrader, pre-Blue Meth crisis.

i think despite its flaws this movie is really trippy and fun, like actually legit really fun on acid especially. thats when i first saw it. ignored it for years and finally chose it as an option during an acid movie marathon, which is like my favorite thing ever because acid really allows me to focus fully on a film and take in every aspect.

Jesus Christ if you want to see an actually well-done and interesting transition from abusive childhood to psychopathic adulthood, watch season one of Daredevil.

Why does Tarsen look like Shaymalan ?

Directed by Tarzan? You mean THAT Tarza- oh, "Tarsem". Okay then.

I remember watching this and when the scene of the woman floating through empty space. I came up and said "this movie cost me 17 billion dollars to make and it was well worth it" my father almost choked on his dinner laughing so hard

It's (still) screwy in Pee-Wee's Dungeon! AHHHHH!!!!

The Cell: a triumph of Style over Substance.

This movie while pretentious was ground breaking with its cinematography and visuals. You just have to appreciate there was nothing like it at the time.

5:08 isn't that the dude from Breaking Bad?

in this world it's Disturbed or be Disturbed

Has Critic done Jack And Jill? If so please reload it.

There's a good reason this movie has the look of an extended music video or commercial-- because Tarsem CAME from a background of directing music videos and commercials. His most notable work, of course, was the video for R.E.M.'s "Losing My Religion", which earned him a LOT of acclaim. He won an MTV VMA for Best Video of the Year in 1991. The Cell was his first attempt at a feature film-- and it shows. Don't get me wrong, there are successful movie directors who have cut their teeth doing music videos-- David Fincher and Spike Jonze, for example. One of the advantages of coming from that background is that it often affords an aspiring director with the opportunity to quickly develop a strong and unique visual style, without having to compromise it quite as much as if they were directing feature films. Music videos offer a lot of potential for experimentation, and established music video directors frequently find themselves in demand BECAUSE they have a certain style. But of course, a movie is a completely different beast from a music video-- it has considerations aside from cinematography and visual effects. The directors who succeed in making the transition are the ones who understand they are going to have to leave their comfort zone and focus much more intently on developing their storytelling skills. Music videos can have plots, but they aren't essential; and even when a music video does have a plot, it's usually not extremely fleshed out because the medium is so short and prioritizes looking good over everything else. It's absolutely about style over substance. So is it really a surprise that Tarsem's first movie is basically an extension of all his strengths from directing videos, while its weaknesses-- the writing, the pacing, the questionable casting-- are all the things that don't really matter as much in music videos? I'm not defending this movie; there are definitely problems with it. I'm just saying, it is what it is. If I hypothetically wasn't at all familiar with Tarsem, and you showed me the video for "Losing My Religion", and then you told me the same guy had made a full-length horror/suspense movie about going into a serial killer's mind... this is pretty much exactly how I'd figure it would've turned out. It's not a masterpiece of storytelling by any stretch of the imagination, but at least it does have some rather compelling visuals.

they ripped off the armor design from bram stoker's dracula.

5:08 Hey, it's Hank from _Breaking Bad_.

"Kittens!"RRRRRRAAAAAAAAAAAAAAAAAAAAAA!!!!!!!!!!"What was that?!""Its too deep, you wouldn't get it."

"The Fall" was a really good Tarsem film.

"If you would be even more obsessed you would eat those cigarettes" 😂😂😂

All the random imagery and what I want to know is... why is there a dog in the dream machine room? No really - why?? Is he a vital part of the tech?

Ask me what this comment means!

I enjoyed "The Cell" but this review was very entertaining.

00:24 Uwe Boll's personal philosophy

Imagine this movie is the reason Dean Norris was casted as Hank Schrader.

I really want Nostalgia Critic to do an old versus new of the two Great Gatsbys, but I doubt many other people would be interested

Every dream sequence in this movie looks like a Lady Gaga music video

Vince Vaughn, Jennifer Lopez, Vincent D'Onofrio & Hank from Breaking Bad; what a cast

14:09 I am fucking dead

I remember watching this movie when I was a little kid and I would remember random parts of it and never know where they were from. This review actually helped me solve something that has bothered me for close to 16 years.

He made a joke that we would have to write a paper "interpreting the director's intent' or whatever but I literally have to do that and it is hell

I suppose I’ve come to appreciate this film a bit more over the years but I have to admit that I still agree with the whole “be disturbed” thing. The visuals are very surreal and interesting but there are certain points where shocking content is included for the sake of including shocking content.

I... miss this Nostalgia Critic ... I really do. No ... complex skits with multiple people ... just plain ole' NC doing what he does best without the need for too many comic foils. There might be one like Carl here, or Terl, or even Dr. Smith but at least there weren't like 20 skits interlaced between the movie clips. Least of all there weren't any entire movies redone via those skits ... course we can blame the MPAA for that.

My teenage self loved this movie, my adult self is like 'I miss the simplicity of my teenage self. But thankfully I grew out of it, R.I.P teenage me.'

the music for this sounds like an elephant being raped by bagpipes.

Just watched it for the first time and I gotta say it's pretty underrated. It is dated and miscast, but so many good ideas... Something like this today would be awesome.

Holy shit All I can see is Leto Joker at 10:02

4:56 is that Hank from Breaking Bad???

13:33, this is because the feed was switching between her and Carl. So he saw her memories of that room and recreated it in his mind. And this is why she gets lost and stuck in his world. Honestly, did you even watch the film????

17:30 Interesting fact: this is actually a set from the music video for Nirvana's Heart Shaped Box that they didn't end up using in the final cut. 21:50 This, too.

The guy who did this film also did the music video for Losing My Religion and the Snow White box office bomb, Mirror Mirror.

My last name is pronounced E so I'm technically Mr. E

Do you know here in Syracuse New York they were filming a movie with Vince Vaughn and he was actually here in downtown Syracuse New York,I have no idea if the whole movie is going to take place in Syracuse but me and my mom went down to watch them shoot the scene and it was really awesome, if we would’ve stayed out there longer we would’ve probably saw Vince Vaughn

This movie is so pretentious, I'm surprised the Cinema Snob hasn't reviewed it

19:56 "What am I doing down here? I could be trying to track down a meth dealer named Heisenberg right now."

The stretching skin on his back when he hangs does kind of make my skin crawl. That’s all though

A+ for Twin Peaks reference

I know this was posted so long ago that the people of Channel Awesome are probably not going to read this, but to those who may be find this fascinating: The guy the Critic joked about having those twitchy eyes, he can't help that. The actor was born with nystagmus, the Dancing Eyes syndrome. Normally the characters he portrays are written to also have that disability....most likely after he was hired for the part.

I'm sad nobody mentioned the twin peaks reference

This movie needs a serious remake.

Someone needs to make aversion of this movie with Carl from Llamas With Hats as the killer.

Some killers do actually stop themselves. Not because they want to of course, and rarely do they stop permanently. But many do stop for fear of getting caught or wanting to let the heat die down first.

Going into a serial killer's mind would be good for a horror game.

Anyone notice the red suit looks like Dracula armor from 1992's Bram Stroker's Dracula movie

The reason why Red Dragon succeeded is because we were able to identify Dolarhyde, we knew who he was, we felt sorry for him, we saw him fall in love with another woman and his serial killer mind didn’t know how to handle it. Here, I don’t have a clue of who Carl is, and I don’t even care enough to find out

Well, it is visually interesting and has nice music. But the characters aren't fleshed out. The only reason I kinda care about Lopez's character is because she's physically perfect

Why does it say, "Classic Nostalgia Critic episodes will be uploaded after they care cleared?"

Ay, Doug, did yo ever get my PM regarding the Interstellar Six-tit Clowncats? I might be able to hook you up with some quality content~

It's like The Thief And The Cobbler; might have been better off as an art installation than a film. Heck, I'd buy an art book of this if I could, it's fantastic to look at.

Executive Meddling: During the mind scene where Stargher disembowels Novak, Novak was supposed to remind Catherine that she had an abortion at college, which made her become a child psychologist. Test audiences didn't like it and was replaced with Catherine's brother in a car accident and a coma for six months before his death.

The Cell....Is a guilty pleasure of mine. Love the artsy things. Especially that intestine scene....

OK, I practically fell over laughing at the Twin Peaks joke. So very very well-played.

0:34 This is where The Cell comes in.

If I were to make a villain I would have him become evil because his or her parents mentally or physical abuse or both but have him or her ether become smart and well mannered or well still smart but awkward and can't show their intelligence very well that makes them feel stupid and insecure. Or maybe have them have repressed sexuality and that drives them nuts or any kind of insecurity.