EDITOR’S NOTE: Dream A Little Evil aired on USA Up All Night on August 6, 1993; Febraury 26 and December 9, 1994 and June 24, 1995.

Also known as Dream Evil, this has an unsuccessful electronics technician named George (Richard J. Sebastian) building a machine in the home he shares with his brother Mark (Tom Alexander) and sometimes with his brother’s girlfriend Veronica (Kathy Smith, whose IMDB otherwise is all workout videos). That machine can make anything in your subconsciousness become real, as Billy (Duncan Rouleau — who would go on to co-create Ben 10 with fellow Man of Action studio members Joe Casey, Joe Kelly and Steven T. Seagle; he also co-created Big Hero 6 with Seagle) finds out when he creates his dream girl Angie (Michele Gaudreau) just by thinking about her. But when Veronica gets angry that all the noise is ruining her sex life, she destroys the machine.

George wishes death upon his brother and you know who shows up? Death (Lyle Waggoner). So does Angie, who is devoted to having as much sex with him as possible, as well as eating as many bowls of cornflakes as one can inhumanly eat in one sitting. And then the demons emerge because hey, the human mind — especially one that loves horror movies — is a wild place, right?

Royce Mathew, who directed and wrote this, started as a production designer working on the films of his former roommate David DeCoteau.

So yeah. It’s very Weird Science until the end, when it goes absolutely insane. That sums up a lot of USA Up All Night movies, I have come to discover. There’s also a role for Victoria Nesbitt, who was Missy in Linnea Quigley’s Horror Workout and also appeared in Fortress of Amerikkka.

You can watch this on Vimeo.