Horror story about the ghost of a woman seeking revenge on the town of Darkness Falls for the last one hundred and fifty years: While alive she was the town's "tooth fairy," and children would bring her their baby teeth for a coin. But when two children disappeared and she was wrongfully accused of murdering them, she placed a curse on the town and has been going about killing off the residents ever since. With Chaney Kley, Emma Caulfield, Andrew Bayly, Emily Browning and Joshua Anderson. [1:25]

SEX/NUDITY 2 - A girl kisses a boy a couple of times and a man and a woman hug. A woman wears outfits that reveal cleavage. A man spills a drink on a woman's shirt and the wet fabric clings to her breasts. A boy asks a girl to a dance.

VIOLENCE/GORE 6 - There are several scenes in which we see a heavily shadowed figure (heretofore referred to as a female ghost) lurking and attacking people. We see the ghost in varying degrees of detail: sometimes her face is shown with a broken mask and bloodied burned flesh is exposed, she appears to float and fly and she howls, screeches, moans and gurgles as she approaches and attacks. A boy hides under his sheets when he hears gurgling and moaning in his room and sees a shadow moving across his wall, he pulls down the sheet when it gets quiet and a ghost with a masked face hovers over him, he screams, and his mother comes down the hall to investigate. When she goes into a darkened room we see her grabbed by something from behind, and see her fall hard to the floor dead (there are shimmering patches on her that suggest blood). We see a boy cowering in a bathtub as a ghost clings to a wall, screeching and howling. Glass windows shatter and a boy and a woman are threatened by the ghost. She picks the woman up and drops her hard on the ground (she appears injured), and then the ghost is trapped in a beam of light and she appears to disintegrate. But a man climbs out of his hiding place, is grabbed by the ghost, and he hits her knocking off her mask and exposing her badly burned and scarred face and knocking many teeth onto the floor, and she bursts into flames and explodes. Lights go out all over a town and the ghost attacks a police station: police shoot guns at the ghost while several officers are swept away by her and presumably killed (we hear men screaming in panic and hear the ghost shrieking). Also, one man is thrown onto the bars of a jail cell and falls to the floor unconscious, a man is thrown through a window, and a man is dragged down onto the floor. A man is dragged through the window of a car by the ghost. We hear noises in woods, a man goes to investigate, another man is whisked away by the ghost and we see his dead body fall onto yet another man later (he has blood on his head and face and his limbs appear twisted). A woman runs into a shadow and is hit by the ghost and injured, another woman is swept away, three people jump from light patch to light patch and one is swooped up, then two jump again and one is nearly grabbed, and the ghost hovers close to a man showing us a broken mask and burned and bloody skin on her face. A man is taken away by the ghost, another is knocked off a scaffold perch, lands hard on the ground and appears to be pinned by the arm under a beam. We hear moaning and howling in a darkened hospital where a boy and a woman hide under a bed; the bed begins to jump up and down and is then tossed across the room, the boy and the woman run through the halls of the hospital, hide in a storage room while being chased by the ghost, and the two are pulled into an elevator by a man who throws a flare at the ghost to scare her away. A ghost pulls at the cables of an elevator and it begins to fall as a woman, a boy and a man climb out and the man is nearly caught. Something crashes onto the hood of a moving car, the car crashes into a tree, a man is thrown through the windshield and lands hard on the ground, the driver is whisked away by the ghost, we hear him screaming, he falls hard on the ground and is dragged off again (we see shimmering patches on his head suggesting blood). We see photographs of a dead man with a look of terror on his face, very bloody gashes and scratches. A boy has a nightmare, locks himself in a bathroom and apparently cuts himself (we see bloody slashes on his arms and hands). A man has flashbacks to the day he saw the ghost for the first time. A man threatens another man with a gun. We see a body bag being wheeled away on a stretcher and hear that a boy is being accused of murdering his mother. A boy is strapped to a bed, given an injection (he whimpers as the solution enters his blood stream) and he is wheeled into a darkened deprivation tank (he is obviously terrified). A man is tackled and shoved down a hill by another man who pounces on him when he reaches the bottom and punches him repeatedly, and a man is tackled to the ground by police officers and handcuffed. A man says of another man "[he's] in a couple of pieces..." A boy screams in terror when the lights in a room are turned off and in several scenes he says things like "she's going to kill me." A man shoves a man and threatens him. A boy has scratches on his face and neck, a boy spits blood in a sink after a tooth falls out (we see the tooth a couple of times later), a woman uses tweezers to dig gravel out of a man's scalp (he winces). A car drives through a glass wall, then drives recklessly as it is chased by the ghost. We hear that a woman was hanged after having been wrongfully accused of murdering two children. We hear a description of a woman being caught in a house fire and that her face was so badly burned that she had to wear a porcelain mask. There are jump scenes: A boy hears a noise outside his window and a girl jumps into the light and startles him, a man goes to investigate noises in a police station and we see shadows swishing behind him and he shoots when he thinks he sees something.

LANGUAGE 5 - 1 F-word, 5 scatological terms, 1 anatomical term, 9 mild obscenities, 1 religious profanity, 5 religious exclamations.

SUBSTANCE USE - People are shown drinking alcohol.

DISCUSSION TOPICS - Revenge, the Tooth Fairy, curses, murder, death of a parent, mental illness, nightmares, depression, narcophobia, sensory deprivation treatment, foster homes.

MESSAGE - Killing people without evidence of a crime leads to angry ghosts. When you are expecting the Tooth Fairy, don't peek.