**_Atmospheric chiller starts with potential, but falls apart in the second half_**

In the town of Darkness Falls (patterned after Fall River, Massachusetts), a kid named Kyle sees the legendary tooth fairy specter and is forced to go to an orphanage after his mother mysteriously perishes. Twelve years later, Kyle (Chaney Kley) returns to the town where the specter is wreaking havoc and he's jailed under false presumptions. Emma Caulfield plays the girl he left behind and Lee Cormie her little brother who has also seen the malevolent ghost and is therefore getting "treatment."

"Darkness Falls" (2003) is a haunting ghost flick that starts out very promising, but fails to take advantage of its resources and potential. The movie is enhanced by a quality apparition and an eerie vibe, similar to "The Ring" from the previous year, not to mention a strong and sympathetic protagonist played by Kley (who would pass away in his sleep four years later due to a breathing problem). Emily Browning is excellent as the 13 year-old girlfriend in the prologue, but Caulfield doesn't capture the character as an adult, although she's okay. Unfortunately she's literally the only prominent female in the movie, which is scandalous for a horror flick of this ilk.

The movie takes a bad turn around the midpoint when Kyle (Kley) makes it to the hospital just as the boy is about to undergo an experimental procedure, which is ultra-contrived, and the film never recovers. In fact, it goes off the rails and totally loses interest. Another negative is that too much of the story takes place indoors. The few outside sequences are effectively atmospheric, but the bulk of the movie takes place in hospitals, houses, a police station and lighthouse.

While the music is good during the end credits, they run for literally ten minutes, which is curious long for a horror flick that only runs 86 minutes. So, really, the story is only 76 minutes long. "Darkness Falls" might still be worth checking out for those who value the above positives, just don't expect anything good or great. Overall, it's okay at best, hampered by lousy elements that are stunningly amateurish (for one, glaring kinks needed worked out in the script).

The movie was shot in Queensland, Victoria and New South Wales, Australia, with establishing shots in Maine.

GRADE: C-