For a prime example of how a dreadful movie can still spawn a terrific performance, see Jessica Lange in Hush.

In this mean-spirited little potboiler, she's cast as Martha, the matriarch of a Kentucky horse-breeding farm regally christened Kilronan. Martha is basically a contemporary wicked witch, a supremely possessive mother who keeps her pliant son, Jackson (Johnathon Schaech), in check while systematically tormenting his new wife, Helen (Gwyneth Paltrow).

Writer-director Jonathan Darby (a former studio executive making his feature film debut) has clearly mapped out the ''good'' and ''bad'' characters of Hush, but his casting choices &emdash; among other things &emdash; undo his intentions.

Schaech (That Thing You Do) is pretty but bland, a hollow doll for the women to fight over. Paltrow (who appears disturbingly sickly in some scenes) barely registers as an uncertain, often gullible woman who nonetheless finds the strength to do battle with the mother-in-law from hell.

Lange, on the other hand, fully inhabits Martha from the get-go, creating a wonderfully devious creature: the queen bee whose honeyed tongue sweetly coats her poisonous words. Lange uses a coy and seductive manner to make just about everyone see things her way. Her embracing smile, fluttering hands and confident bearing (like all good villains, Martha doesn't see herself as evil) are alternately charming and unnerving.

The sprawling Kilronan, with its air of Southern horsey affluence, is a wonderful backdrop for a film. Too bad it has to be the schlocky and amateurish Hush, a suspense thriller that has no idea how to build tension or compelling characters. Darby never explores the coddling and eerie dependency of Martha and Jackson, instead focusing on Martha's socially dubious past and vaguely tying her persecution of Helen to religious fervor.

Hush is also poorly executed in basic filmmaking terms. The story's progression is out of whack (Helen seems quite pregnant one minute, significantly thinner the next), and in one sequence the film's rich, earthy color palette inexplicably changes to an overexposed and glaring yellow.

Jessica Lange's performance aside, Hush manages to showcase the weaknesses or lack of judgment of everyone involved.

Serena Donadoni writes about film for the Metro Times. E-mail her at [email protected].