"DISTURBIA"(2007)..... A- ... This film is a very pleasant surprise because the foundation of this movie is not a slasher fright fest but rather a touching story about three very likable teenagers who make the unlikely discovery that they may be living next door to a serial killer. The tag line says that, "Every killer lives next door to someone," but the important point to be made is that this movie is primarily their story and the development of their characters is foremost.

We quickly come to care about these tech-savvy kids because they are all appealing characters with the same angst and nervousness about life that is common to all of us. This makes the slasher part of this movie all the more interesting (and nerve wracking!) because we do care about them and we recognize all too well how easily they are putting themselves in serious harm's way by their covert activities.

LaBeouf, Roemer, and Yoo are perfectly cast in what should be breakout roles for all of them. Adapted from a story by Christopher B. Landon and then scripted by Landon and Carl Ellsworth, this film has the added advantage of having Dreamworks Studio behind it, which no doubt has added to its considerable production values. This is not to say that this movie is without plot holes, for that is almost a precondition for this kind of film. We have to suspend our natural inclination towards disbelief and buy into the motivating premise of investigating possible criminal activity.

Another off-putting theme of this movie is the rather sleazy and sordid concept of voyeurism. On the surface, this is a disturbing topic, for who is there who likes the thought of a Peeping Tom or Tommette invading our privacy? However, the unseemly topics of spying and voyeurism are dealt with in an interesting manner. Fortunately, the kids realize that what they are doing isn't right, so there is a pleasing moral element to this story. In fact, this movie has a strong moral guidepost throughout, and I applaud it for that.

Let's be honest about this: there is a voyeuristic element in all of us. Here we are also watching them watching others, so we are really participating in their acts of voyeurism. For our part, is there a guy out there who wouldn't enjoy watching the comely Ms. Roemer parade around in her bikini like a Sports Illustrated model? And who among us wouldn't spy on a neighbor who arouses our suspicions? After all, this is what neighborhood watches are all about.

More critical to the depth of this story and the topic of voyeurism, Kale's thoughtful response to a direct question from Ashley becomes the true highlight of this film. It is so beautiful that it takes our breath away. Because of it, Ashley falls in love with Kale and we do too. This scene is a rare jewel and worth the price of admission.

Kale (Shia LaBeouf, "Holes") is still coping with the death of his father from a car accident for which he feels partly responsible. Still isolated and withdrawn a year after the accident, his schoolwork is suffering as a result. His Spanish teacher challenges him by bringing up his father and Kale strikes at him, an act which results in his being confined to three months of house arrest with an ankle bracelet.

Other failures at home result in his mother (the lovely Carrie-Anne Moss from "The Matrix") taking away many of his television and internet privileges. Out of boredom, Kale turns to capturing the neighborhood around him on video, especially the family with a gorgeous daughter who has just moved in next door.

Ronnie (Aaron Yoo), Kale's best friend, comes over to keep him company and is quickly sold on the considerable merits of surreptitiously eyeballing that babe next door, especially when she dons her bikini and lounges around the swimming pool in her back yard. Their covert activities are more enthusiastic than professional, so it isn't long before she notices their surveillance activities. With considerable spunk, Ashley (Sarah Roemer), who has some family issues herself, comes over and invites herself in to see what else they may be spying on.

Kale points out a mom whose husband romances the maid as soon as she leaves the house, young kids in a home nearby who are watching a porn channel without their parent's knowledge, and the quiet Mr. Turner (David Morse), who lives in the house behind them and is often seen out mowing the lawn.

The nightly news channels are filled with reports about a missing woman who was last seen getting into a dented blue Mustang. Late one night Kale spies Turner driving a blue Mustang with a side dent into his garage, and he quickly jumps to the conclusion that there might be a connection. Further seemingly suspicious activities by Turner encourage Ashley and Ronnie to join Kale in solving this mystery. Operating with more bravado than intelligence, it isn't long before Turner realizes that these three young kids are spying on him.

I am not a fan of gratuitous violence in films. Usually, this genre of films exists solely for the purpose of displaying gratuitous violence to an increasingly jaded set of teenagers looking for ever more cheap thrills and screams on the silver screen, but if more of these films are as well made as this one, then I just may become a fan. 104 minutes, and rated PG-13, on appeal for sequences of terror, violence, and some sensuality.