Men in Black Codexery

David Twohy

The director who transformed an alien sci-fi script into a claustrophobic WWII ghost story.

David Twohy is a director and writer who retooled the script for the 2002 submarine horror film Below, originally titled Proteus. While Darren Aronofsky wrote the initial historical sci-fi thriller concept with Lucas Sussman in June 1998, Miramax signed him to a $600,000 pay-or-play deal following his debut Pi. After Pitch Black became a sleeper hit in 2000, Twohy was hired to direct and rewrite the project, shifting its focus from an alien monster attack to a ghost story set aboard a World War II submarine. He refused to re-edit the final cut to secure a PG-13 rating, resulting in Dimension Films giving it a limited release on October 11, 2002.

Role
Director
Key Work
Below (2002)
Affiliation
Dimension Films / Pinewood Studios
First Appearance
Re-wrote Proteus in May 2000
Status
Released October 11, 2002

Verified Timeline

1943199820002002

Lore & Background

The film's production history is defined by a drastic tonal shift. Initially conceived as Proteus, the project featured Nazi depth charges and an alien monster attacking from below. However, Twohy reworked the narrative entirely after taking over in May 2000, dropping the sci-fi elements to create a supernatural horror story about the USS Tiger Shark. The plot centers on a crew haunted by a 'malediction' after mistakenly sinking a British hospital ship, Fort James, in August 1943. Characters like Ensign Odell and Lieutenant Brice uncover that their commanding officer died not from an accident, but from a cover-up involving the suppression of this tragic error. The story culminates with the submarine sinking next to the wreck it destroyed, leaving only five survivors.

In Their Own Story

In August 1943, the USS Tiger Shark rescues three survivors from the sunken Fort James, including British nurse Claire Paige and a wounded German prisoner, Bernhard Schillings. Tensions rise when Lieutenant Brice kills Schillings after he panics with a scalpel. Soon, disembodied voices and mechanical failures plague the vessel. Ensign Odell questions Brice's account of his predecessor Commander Winters' death, learning from Lieutenant Coors that Winters was actually killed during an argument over firing on survivors. As crew members die in mysterious accidents, including Loomis impaling himself while trying to escape underwater, the truth emerges: Brice, Loomis, and Coors conspired to hide their mistake of sinking a friendly ship. The chaos ends when the disabled submarine surfaces; Brice shoots himself in remorse after Paige signals for help.

Reader's Guide

Filming took place on location in Lake Michigan using the real World War II-era USS Silversides for exteriors, while interior scenes were shot at Pinewood Studios. David Twohy's refusal to alter the film for a PG-13 rating directly impacted its distribution; Dimension Films limited the theatrical release with minimal advertising. Consequently, the film earned only $605,562 in North America box office despite receiving mixed reviews from critics. Rotten Tomatoes reported an approval rating of 66% based on 70 reviews, while Metacritic gave it a weighted average score of 55 out of 100. The cast included Bruce Greenwood as Lieutenant Brice, Olivia Williams as Claire Paige, and Matthew Davis as Ensign Odell.

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