Director Bryan Singer was born in New Jersey and grew up in a Jewish household, but formed a "Nazi Club" as an adolescent due to his fascination with World War II. Singer's mother quickly put the kabosh on her son's membership in the group, but it served as the inspiration for his film Apt Pupil. Singer studied film at New York City's School of Visual Arts and at the University of Southern California. While at USC, he became friends with composer and editor John Ottman and co-producer Kenneth Kokin, who later worked on his films. After having success with two low budget films called Lion's Den and Public Access, Singer directed The Usual Suspects, a neo-noir picture that was shot on a budget of just $6 million. Starring Gabriel Byrne, Kevin Spacey, Stephen Baldwin, Kevin Pollack, Benicio Del Toro and Chazz Palminteri, it developed a cult following and won two Academy Awards. Singer's reputation was secure, but he fell into the infamous "sophomore slump" with his next film, Apt Pupil. The psychological thriller about a teenager blackmailing a Nazi war criminal was a commercial and critical disappointment, and it also resulted in scandal when some of the young actors and their parents complained about the degree of nudity in boys' locker room scene. Bouncing back, Singer scored his greatest success to date with X-Men, a live-action adaptation of the popular Marvel Comic. Reaping $55 million dollars in its opening weekend alone, it won praise for its faithful but imaginative interpretation of the book version.