**_Good first hour; dull close_** To raise funds, several film students & their teacher in SoCal hold a one-night horror marathon at an old theater set to be demolished. Unfortunately for them, a supposedly dead filmmaker who doesn’t like criticism is apparently in attendance. "Popcorn” (1991) has everything going for it, highlighted by the old downtown theater, a plot that meshes “Phantom of the Opera” with “The Abominable Dr. Phibes,” a colorful tone and an homage to William Castle. The latter was known for creating gimmicks to draw people to his low-budget B movies (e.g. “The Tingler”) at a time when television tempted people to stay home. I particularly enjoyed the setting of the aged theater since I used to work at one in downtown for seven years. Alan Ormsby directed the fake old movies in B&W, such as “Mosquito” and “The Amazing electrified Man,” and did a convincing job, not to mention amusing, but he was so detail-oriented that he was replaced by Mark Herrier for the main story. The female cast is quite good with Jill Schoelen (Maggie), Ivette Soler (Joanie), Suzanne Hunt (Dr. Latimer), Kelly Jo Minter (Cheryl), Freddie Marie Simpson (Tina), Karen Witter (Joy) and Dee Wallace (Suzanne). Regrettably, Herrier & team didn’t seem to know how to shoot women (not talkin’ ’bout nudity or sleaze). Amy O'Neill originally played the character played by Jill Schoelen, but…

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