Release Date: 1/24/03 Directed By: Jonathan Liebesman Starring: Emma Caulfield and Chaney Kley Official Web Site: http://www.sonypictures.com/movies/darknessfalls
Over 100 years ago, Matilda Dixon was a beloved woman in the town of Darkness Falls. Each time a child would lose a tooth, she would give him or her a gold coin, earning her the nickname of the "tooth fairy." One night, Matilda’s house caught fire and her face was horribly burned and scarred. From then on, she only went out at night, so that no one could see her, and even then she wore a porcelain mask to hide her face. One night, two children disappeared and the town blamed Matilda and burned her at the stake. (The children eventually showed up the next morning, safe and sound.) With her dying breath, Matilda cursed the town. Matilda’s spirit began to haunt Darkness Falls, and on the night a child lost his last tooth, Matilda would come to his room. If the child peeked from under his covers and saw Matilda, she would kill him. According to the legend, the only way to survive Matilda is to stay in the light.
Twelve years ago, Kyle Walsh was barely a teenager. He had just lost his last tooth and his friend Caitlin Green came over and asked him to a school dance. After Caitlin left, Kyle put his tooth under his pillow and went to sleep. In the middle of the night, Kyle heard a noise and looked out from under his covers and saw Matilda. She tried to attack him, but he ran down the hall to his mom. His mom told him he was just imagining things and went to his room to prove that there was no ghost. Matilda suddenly jumped out and killed Kyle’s mom. Kyle escaped to the bathroom, where the lights were on, and Matilda couldn’t attack. The next morning, Kyle’s mom’s body was discovered and the police thought Kyle was the killer, and they took him away to a foster home.
In the present day, Caitlin’s all grown up and her little brother Michael is in a psychiatric hospital because he can’t sleep for more than ten minutes at a time, and is afraid of the dark. Caitlin locates Kyle in Las Vegas and calls him. She tells him that Michael’s having night terrors like Kyle once did, and she hopes he can help.
Kyle has spent nine years in a mental hospital and is on anti-psychotic drugs, but he still returns to Darkness Falls. He gives Michael a flashlight to protect himself and tells Michael that he will one day get over his fears, but he tells Caitlin that he can’t help anymore than that.
Kyle wants to leave town, but is roped into going to a bar with his old friend, Larry (who has feelings for Caitlin). Kyle gets harassed by Ray, a drunken guy who thinks Kyle’s a killer. Kyle goes outside, but Ray follows him out and knocks Kyle into the darkened woods. Kyle freaks out and tries to grab his flashlight before Matilda can get him. Kyle hits Ray and then walks away, not seeing that Ray is attacked and killed by Matilda. The police then arrest Kyle because they think he killed Ray.
Meanwhile, the light goes out in Michael’s room, and Matilda attacks him and rips up his arm. He escapes to another room, where Caitlin finds him. A doctor tells Caitlin that Michael’s wounds are self-inflicted and that the only way to help him is to put him in a sensory depravation tank, where he’ll be forced to face his fear of the dark. Caitlin reluctantly agrees.
At the police station, Kyle tries to convince his friend, Matt, a police officer, that he’s innocent, but Matt doesn’t believe him. Larry then shows up and bails Kyle out, telling Kyle that Michael’s about to be put in the sensory depravation tank. Kyle makes Larry promise to take him to the hospital, but Larry’s tired of dealing with Kyle and decides to drive him out of town instead. Kyle pulls a gun on Larry and demands that they go to the hospital. Larry freaks out and crashes the car in the darkened woods, and Kyle flies through the windshield. Kyle’s illuminated by the car’s headlight beams, though, so he’s safe from Matilda. Larry’s not so lucky, though, and Matilda kills him. Kyle runs back to the car and drives quickly to the hospital.
Michael’s just being slid into the sensory depravation tank when Kyle arrives and demands that Michael be taken out. Caitlin agrees. Hospital security arrives and grabs Kyle, and he screams at Caitlin to keep Michael safe in the light.
Kyle’s in a jail cell when a storm knocks out power all over town. A flashlight’s shining on Kyle, so he’s safe for the moment. Just then, Matilda arrives and starts attacking the cops. Kyle grabs a dead cop’s keys and frees himself. He tells Matt to pick up some supplies, and then Kyle sets off for the hospital.
At the hospital, Caitlin tries to convince Michael to come out from under his bed, but he refuses. Then Caitlin hears some weird noises, and so she quickly joins Michael under the bed, using Michael’s flashlight to see what’s in the room with them. Caitlin and Michael see Matilda and run down the hall as Matilda attacks doctors and nurses.
Michael and Caitlin run to an elevator and are just about to be attacked when Kyle shows up and sets off a flare in Matilda’s face. Michael, Caitlin, and Kyle jump in the elevator, but Matilda tries to make the elevator crash. The three of them jump out and are joined by a doctor and two nurses. The six of them try to stay in the light as they attempt to make their way out of the hospital.
They’re trying to stay close to a well-lit wall when Matilda grabs one of the nurses, who stepped too far into the dark. The five of them then head for the stairway. Caitlin and Michael run down first, but the lights go out in one of the staircases, and the other three must jump down the staircase. Matilda grabs one of the nurses as she tries to jump. Kyle and the doctor jump down together, and the four of them then run to the front door. Just as Matilda’s about to attack them, Matt crashes his car through a wall and the gang escapes.
They drive off, and Kyle explains that he had Matt go pick up some gas cans. Kyle says they’ll use the can cans to run the town’s lighthouse, and then they can hide out there for a long time. Matilda suddenly attacks the car, and grabs the doctor and kills him. The remaining four rush into the lighthouse.
Kyle tries to light the lighthouse, but he can’t because there’s a leak in the gasline. With only a kerosene lamp, Kyle and Matt go downstairs to fix the problem. Matilda tries to attack Caitlin and Michael, but they have just enough light to remain safe. Downstairs, Kyle has Matt hold out the lantern while Kyle fixes the leak. Matt holds the lantern too far from himself, though, and Matilda kills him. Upstairs, Caitlin and Michael’s light goes out, and Matilda grabs Caitlin. Just as Caitlin’s about to be killed, Kyle shows up and throws his lantern at Matilda, causing her to drop Caitlin. She, Kyle, and Michael jump down to a lower level of the lighthouse.
Kyle can’t reach the switch to turn on the lights, and so he tells Michael to do it. Michael gets stuck between some bars just as Matilda begins to attack. Michael manages to turn on the light, and Matilda begins to burn and then disappears. The gang rejoices, but then Matilda suddenly reappears and grabs Kyle, flying up into the air with him.
Thinking quickly, Kyle sticks his arm out into the gas-powered light. Kyle’s arm catches fire, and he sticks his burning arm into Matilda’s face, causing her to catch fire as well. Kyle pulls off Matilda’s mask, and she screams and drops Kyle. Matilda burns to death and the evil is now over. Kyle, Caitlin, and Michael huddle together, safe in the light.