Look, there is no way in the universe that a movie starring Edward “Stare as Blank as Empty Space” Albert and Joanie Cunningham (er, Erin Moran) is going to be quote-unquote good. So know that going in, lower the bar on your entertainment value, and you might find the B-movie schlockfest Galaxy of Terror to be a guilty pleasure of modest proportions.

Marketed as an Alien rip-off, but thematically closer to Forbidden Planet, Galaxy is your typical Roger Corman cheapo that drops a gaggle of mismatched space personnel onto a planet where every fear is made real. If it is at all prescient, peoples of the future will be solely afraid of goopy rape-worms and giant leeches, with a modicum of psychological self-doubt thrown in. But only a modicum, as no audience pays to watch Robert Englund (Freddy Krueger of the Nightmare on Elm Street series) do battle with himself. Bring on the rape-worm!

The real pleasures here are half-inadvertent and half-inspired. Future soft-porn dynamo Zalman King (Wild Orchid) apparently understood “acting” to be “yelling.” The sexual dynamics between Albert and Mr. C’s daughter have a creepy brother/sister vibe. The rape-worm scene is disturbing for all the wrong reasons, obviously thrown in to give some unwarranted nudity to undiscerning pervs who don’t mind that the object of their fetishization is GETTING RAPED BY A GIANT WORM! As much as I’ve tried, I actually cannot make the whole of the plot make any sort of narrative sense. I’ve probably given it more thought than the screenwriter.

True pleasure comes from veteran Ray Walston (TV’s My Favorite Martian), bringing his usual twinkling charm to his scenes and providing the only watchable performance. And substantial kudos go to future powerhouse James Cameron for bringing an unexpected sense of style in his work as production designer. The landscapes are suitably dark and brooding (echoing his work just five years later in Aliens); the sets are fairly intriguing; and on the whole, the movie looks a hell of a lot better than it really deserves.

And you have to love Twin Peaks‘ Grace Zabriskie as a maverick, disaster-haunted space pilot who has my vote as the worst pilot of all time. Her ship loses power mid-flight; she hits some switches for two seconds; then slouches forlornly as she says, “Well, I’ve done all I can do.” I haven’t laughed that hard in years. It’s all in the delivery. —Corey Redekop

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If there’s one giant monster I’ve ever truly felt sorry for, it’s The Ancient Enemy. Most cinematic behemoths don’t get much in the way of inner conflict or psychological depth. Phantoms, however, provides the audience with a study of the God complex, in the guise of an intelligent oil slick with visions of deification and serous inferiority issues who just wants to be remembered. I feel rather bad for the poor ol’ goop.

And it tries so hard to be one of the greats. It replicates humans like Invasion of the Body Snatchers. It haunts the sewers like The Blob. It manifests the creepiest dog this side of The Thing. It uses giant moths to sucks out brains; it wipes out an entire town in an afternoon; and it even gives birth to a Lovecraftian cross of Liev Schreiber and a land squid.

But it just can’t seal the deal. All it takes to defeat it is a few vials of virus and Peter O’Toole (in an endearing performance of the sort only older English actors can pull off: equal parts gravitas and ham, replete with droll line readings that completely obliterate everyone else onscreen, including Sheriff Ben Affleck and Rose McGowan).

Phantoms is hardly perfect, often barely more than good, which is par for the course for anything author Dean Koontz has ever touched (the man positively reeks of adequacy). But director Joe Chappelle (Halloween: The Curse of Michael Myers) understands how to create atmosphere, even if he doesn’t always succeed. He plays with silence and long takes, yet knows when to go for the gusto, makes the most of a low budget, keeps the cheap CGI to a bare minimum, and succeeds with a few of the creepiest moments I’ve seen in film. (That dog. That dog!)

All told, Phantoms is an effective creature feature that has quickly become a personal late-night staple, a cinematic snack to gobble down with cheap liquor and chips. Bonus points for the genius second act; the military and scientists arrive to survey the situation — a scenario which would normally result in an epic end battle of guns, mortars and tanks à la Godzilla — and The Ancient Enemy wipes them out in five minutes. Five! —Corey Redekop

Buy it at Amazon.