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Darkness Falls (2003)

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Ratings: 4.9/10 from 22,705 users   Metascore: 23/100
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A vengeful spirit has taken the form of the Tooth Fairy to exact vengeance on the town that lynched her 150 years earlier. Her only opposition is the only child, now grown up, who has survived her before.



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Cast overview, first billed only:
Lee Cormie ...
Grant Piro ...
Larry Fleishman
Officer Matt Henry
Dr. Peter Murphy
Peter Curtin ...
Dr. Travis
Nurse Lauren
Nurse Alexandra
John Stanton ...
Captain Thomas Henry
Raymond 'Ray' Winchester (as Angus Murray Lincoln Sampson)
Charlotte Rose ...
Marie Winchester (as Charlotte Rees)
Rebecca McCauley ...
Margaret Walsh (Kyle's Mom)


In the 1800's there was a woman that little children would take their old teeth (ones they had recently lost) to in exchange for a gold coin. A few years later, tragedy struck her, first a fire in her house which caused her to not be able to go into any type of light, and then she was hanged. There's a story that goes around the town of Darkness Falls about her, and she's called the Tooth Fairy. The story goes that she can't go in the light, and if you wake up and see her, she'll kill you. The usual saying is "Don't Peek." Well, there is a boy named Kyle who gets a warning from his friend Caitlin to not peek. Well, he wakes up on the night when the Tooth Fairy is supposed to come and get his last tooth and sees her. It all leads to more tragedy and the movie jumps to 12 years later. Now grown up, Caitlin calls Kyle because her little brother Michael is going through the same things he did as a boy, and wants his help. Kyle goes back to Darkness Falls to face his past, and the woman in... Written by

Plot Summary | Plot Synopsis

Plot Keywords:

tooth | tooth fairy | boy | light | darkness | See more »


Every Legend Has Its Dark Side. See more »


Horror | Thriller

Motion Picture Rating (MPAA)

Rated PG-13 for terror and horror images, and brief language | See all certifications »

Parents Guide:






Release Date:

24 January 2003 (USA)  »

Also Known As:

Don't Peek  »

Box Office


$11,000,000 (estimated)

Opening Weekend:

$163,375 (Australia) (5 September 2003)


$519,725 (Australia) (5 September 2003)

Company Credits

Show detailed on  »

Technical Specs


| (Special Extended Blu-Ray Edition)

Sound Mix:

| |


Aspect Ratio:

2.35 : 1
See  »

Did You Know?


In a version of the film, the creature only appears in the final act. The studio was not satisfied by this, so they brought Stan Winston in to create a new Tooth Fairy that would be seen throughout the film. The original design (by Steve Wang) bears no resemblance to the new version, although it is the basis for the McFarlane Toys figure released in 2002. See more »


It's December 25th (police station desk calendar) in Maine (license plates). Where are the Christmas decorations? See more »


[first lines]
Narrator: It is said that over 150 years ago, in the town of Darkness Falls, Matilda Dixon was adored by all the children. Whenever they would lose a tooth they would bring it to her in exchange for a gold coin, earning her the name, the Toothfairy. But fate was not kind to Matilda. One night fire tore through her home leaving her face horribly scarred. Matilda's burned flesh was so sensitive to light she could only go out at night, always wearing a porcelain mask so no one could ever look ...
See more »

Crazy Credits

The Revolution Studios logo is tinted brown to tie into the Matilda Dixon backstory opening scene. See more »


Referenced in Bad Movie Beatdown: AVP Alien vs. Predator (2009) See more »


Hand of Emptiness
Written and Performed by Brian Tichy
Courtesy of Mastersource
See more »

Frequently Asked Questions

See more (Spoiler Alert!) »

User Reviews

Deja Darkness
14 February 2003 | by (Haddonfield, IL) – See all my reviews

I think perhaps some very wicked muses get their proverbial jollies by delivering the same inspiration to more than one filmmaker and then sitting back and laughing at the results. The reason I say that is, somebody somewhere made a little low-budget no-brainer movie about sleep terrors and a bunch of other people got the same exact idea. It's hard to say why or how this happened...after all, "Nightmare on Elm Street" was made all the way back in 1984, and other than that movie's own mostly-insipid sequels (and the similarly-themed "Dreamscape" that came out the same year), the sub-genre seemed to dry up right away.

Now here we are again with a mini-resurgence. The recent "They" gave us an unnamed and mostly unexplained menace that pursued some characters when they went to sleep, using total darkness as their means of transportation. "Darkness Falls" brings us more of the same, this time putting a Kruger-esque burned visage on its demon and tying it to a familiar childhood legend: The Tooth Fairy.

The Tooth Fairy is the ghostly incarnation of one Matilda Dickson, a formerly kindly old woman who lapsed into reclusive weirdness after being horribly scarred in a fire, and then was wrongly lynched for the presumed murder of two town children (personally this little back story leaves a lot to be desired, and I'd sure like to know why the townspeople hung the woman in such a hairtrigger manner). Matilda was apparently upset by this, too, since she cursed the town before she was hung, and when the kids turned up the next day unharmed, the townsfolk knew they were in big trouble. After that point, Matilda's vengeful spirit visited the children of Darkness Falls as The Tooth Fairy, wearing the porcelain mask she favored in real life, and mutilating any youngster who dared look upon her (those who played by the rules and didn't look got the usual gold coin...go figure).

Naturally this goes on for years without much notice until our main character, Kyle Walsh, is dragged into the whole mess. See, he looks at the Tooth Fairy and escapes her, but his mother gets offed, and he spends the rest of his childhood in a mental hospital. Years later, after the expected emotional trauma and obsessions with flashlights and porcelain masks, Kyle is summoned back to Darkness Falls by his childhood girlfriend, Caitlin, who finds that Kyle's nagging wraith is now bedeviling her little brother, Michael.

The demon itself is more than a little reminiscent of the boogeyman introduced in "Jeepers Creepers", and anybody who saw that film will not be surprised to find the Tooth Fairy rampaging through a small-town police station. Like I said, it's just a bit derivative.

But honestly, what hasn't been done already? It's the execution of these films that's important, and Jonathan Liebsman brings an important sense of mystery and dread to the picture, as silly as it is. The flapping specter often looks like the Grim Reaper, swooping down on her victims while emitting her trademark wheezes and whines. Liebsman's direction nearly overcomes the failings of the script, which needed some serious fine-tuning.

They could have patched over some of the glaring holes in the plot a little. For instance, what are the rules that the Tooth Fairy follows? Much dread is attempted by having the Tooth Fairy's ominous shadow slink around darkened rooms, so why isn't she bothered by the light sources causing the shadows? Why don't the characters just sleep during the day, or better yet, just leave Darkness Falls altogether? If her presence has been in the town all along, why does she choose just now to begin an all-out assault and start appearing to the commoners (who are portrayed as having never experienced this phenomena before)?

Just a bit more character development would have helped, too. Most of the characters are cyphers of the teenage TV show variety, stranded in a PG-13 horror film where they hurl themselves from one pool of light to the next. I kept looking for the FOX logo in the lower right hand corner of the screen (two cast members are "Buffy the Vampire Slayer" alums). But I imagine the filmmakers cannot be held responsible for much of this, anyway. The target audience for horror films is of the teenage variety, and if that's the type of product that sells tickets to teenagers, then naturally the studios are going to demand it.

But the kid inside of me weeps for all of these semi-inspired ideas that have been diluted and discarded in wishy-washy horror films. "Jeepers Creepers" was an almost-classic that went wrong just as it was coming into the home stretch. "They" suffered from one-note syndrome, offering too little explanation for its nocturnal menace and giving us protagonists whose attempts to convince others of their desperate dilemma were just as frustrating (and tiresome) for the audience. And yet, both "Jeepers" and "They" were not bad in their own right. At least they showed signs of creativity amid familiar plot elements.

Add "Darkness Falls" to the list of horror-movie retreads that come pretty close to delivering the goods, then lose their nerve, using the old "screeching cat jumps suddenly into frame" trick instead to get a rise out of the audience. I'm waiting for someone to get it right and do something visceral and truly shocking for a change. Until then, I will be happy that at least these kinds of films are relying a little bit more on mood, style, and atmosphere for their scares.

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