After all the much anticipated ballyhoo to track down this rather difficult film to find - I was glad I saw it...for now just the one time if you please. Willard, its predecessor, was one creepy, deliciously black film with a unique story and some performances. You know...from actors. Bruce Davison was really quite good in that lead. Then there was Elsa Lanchester and, of course, Ernest Borgnine hamming it up as the mean Mr. Martin. What do we get in Ben? Acting is not its strong suit for sure. The film begins with Willard's demise. Immediately after the police and all the neighbors gawk at - what? There is a dead guy in the attic...anyway...of those neighbors standing outside is a family of three...a mother, a daughter, and a son. They become important once poison becomes the prescribed means to rid the town of the rats. The rats head for the sewers but Ben(not the Ben from Willard that was mean and nasty - but a kinder Ben - yes, he still has people stripped of their flesh by his rat army - but this go round he befriends a small boy with a bad heart who owns and makes his own marionettes, races around a room playing a harmonica, crawls through the sewers with only a slight cough afterward, and, in my favorite scene demonstrating his ridiculousness, composes an Oscar-nominated song in the matter of two minutes or so. Now, in his scenes with the small boy we get "Gentle Ben." Okay, so I am being a bit sarcastic and this film deserves it for it really is not all that good. Lee Harcourt Montgomery plays the annoying youth in a most sickening fashion yet, by the film's end, I was a bit touched by the final scene between a boy and his rat. Back to the film. The rest of the actors of note are Joseph Campanella as a police detective having really little to do. Even less to do is Arthur O'Connell in a role as the city's apparent only newspaperman. He is incredibly wasted though has the film's best lines laced sporadically around either the "rat action" or Danny's interplay with his puppets or rat. The scenes where the rats either kill, attack, or destroy are pretty funny. Nothing was chilling at all. How about the rats at the fitness center? What a hoot! What about the rats in the supermarket? Or when they "attack" sewer workers? Let's be honest - this film does have heart. It really does not have much else going for it EXCEPT that aforementioned Oscar-nominated song...sung by Michael Jackson and coming in the film with possibly less then five minutes. Before that it is word-sung by Danny, quickly tooted out on a harmonica, and given bits here and there in the film's score. Meredith Baxter of Family Ties fame plays Danny's sister and has a somewhat meaty role.

OK I'm a sucker for a good b movie,and i loved this movie,better then the first one;Willard.well this time the fleeing rats led by Ben end up underneath the city storm drains.Ben then befriends a terminally sick boy played by Lee H Montgomery,who helps him.this time the rat army is much bigger.i wont reveal the ending but its a rather good one.the rest of the cast is very good,Meredith Baxter as the boys sister,Joe Campenella is the cop in charge,and Arthur O'Connell is the pushy newspaper reporter.Ben and his fellow rats should've received awards for their performance.and don't forget this features the late Micheal Jackson song called Ben.i call this a friendship between a boy and a rat.i recommend this movie to all fans of the horror genre.8 out of 10