In September 1963, the town of Gatlin, Nebraska, is suffering a severe drought. In a tent out in the vast cornfields, a boy preacher (Robert Gerdisch), claims that an Old Testament-era Canaanite God whom he calls "He Who Walks Behind the Rows" has spoken to him in his dreams. He tells the other children that the sinful adults are the reason for the drought, prompting them to kill everybody over the age of nineteen in town. They then establish a death cult with the prime rule that, upon reaching the age of nineteen, one must be sacrificed to the cult's God.
In April 1975, twelve years later, a bickering couple, Vietnam veteran Burt (David Anders) and his wife Vicky (Kandyse McClure), are driving along a back road near Gatlin, planning on celebrating their second honeymoon in California, when a boy named Joseph (Remington Jennings) stumbles out of the roadside corn and in front of their car. After accidentally running Joseph over, Burt assesses the body and realizes the boy's throat was slashed. After wrapping and placing the body in the trunk, Burt tells Vicky to wait for him while he looks around with shotgun in hand. Among the corn, Burt finds Joseph's bloodied suitcase and takes it with him back to the car. He and Vicky drive off in search of aid, not realizing they are being watched by Isaac (Preston Bailey), the 9-year old current cult leader, and his most loyal follower, 18-year-old warrior Malachai (Daniel Newman).
After hearing a group of children giving an evangelical sermon over the radio, Burt and Vicky reach an abandoned gas station. After finding the phones non-functional Burt decides to go to Gatlin. While Burt drives, Vicky manages to open Joseph's suitcase and finds an amulet inside which she recognizes as a pagan creation. Meanwhile, in the cornfields, Isaac tells the others about Burt and Vicky and that they, like the "blue man" (a police officer who was crucified for trying to stop them) must be killed to appease "He Who Walks Behind the Rows", who demanded Joseph be killed for trying to escape.
Reaching the town, Burt and Vicky find it seemingly abandoned, the stoplight dead, with a calendar in a bar still reading 1963. Eventually coming across a church with a sermon board dated last week, Burt goes in to investigate, ignoring Vicky's pleas that they should just leave (and taking her keys after she threatens to abandon him). Inside the church, Burt finds various occult drawings, a larger version of the trinket in Joseph's suitcase and a book listing the birthdays of the town's inhabitants.
As Burt skims through the book, Vicky is surrounded and attacked by Malachai and several other boys (directed from a rooftop by Isaac). She manages to kill one of them with Burt's shotgun before Malachai stabs her. Hearing the shotgun blast, Burt rushes outside just as Malachai blows the car up. Chased by the children into an alleyway Burt is taunted by Isaac who throws a knife at him which hits him in the arm. Killing two of the older boys, Burt runs off into the cornfields, where the children refrain from going without either Isaac or Malachai.
In the alleyway, Isaac confronts Malachai, telling him that by spilling Joseph's blood in the corn he angered He Who Walks Behind The Rows. After questioning Malachai's faith, Isaac has him pray before they regroup with their followers, who they tell must sacrifice Burt in the clearing where the blue man's corpse is held. After leading a song, Malachai and the children begin hunting Burt through the corn.
While searching, Malachai is told by Nahum (Paul Butler, Jr.), one of the younger boys, that he had a vision of He Who Walks Behind the Rows, leading Malachai to believe Nahum will be the new prophet when Isaac's time comes to an end. Before leaving to continue the search for Burt (who had overheard the entire conversation), Malachai mentions that they must finish the search before dark, as that is He Who Walks Behind the Row's time.
Having lost a large amount of blood due to his arm injury, Burt begins having flashbacks to Vietnam and kills several of the children, including Nahum. At nightfall the worshipers abandon the search and return to the town. They have a feast prepared by the females, who seem concerned that Burt was not apprehended. Later that night, Isaac holds a sermon in the church based on the tenet of "be fruitful and multiply" and proclaims that the time of fertilization has come. He beckons a teenage girl (Zita Vass) and boy (Jake White) up to the front of the church and they immediately disrobe and have sex in front of the entire congregation, much to their excitement.
In the fields, Burt, lost and delusional, has visions of all those he has killed, and begins wandering around aimlessly, searching for the road as the plant life begins attacking him. Soon, Burt finds the clearing and discovers Vicky who, like the blue man, has been made into a scarecrow. Hallucinating that Vicky's body is talking to him, Burt is faced by He Who Walks Behind The Rows, who proceeds to disembowel him and rip his eyes out in a form of ritual sacrifice.
The next day, Isaac tells the children that He Who Walks Behind The Rows is displeased with their inability to kill Burt, who He had to dispose of Himself—like the blue man (who, when killed, reduced the 'age of favor' from twenty to nineteen). Isaac informs everyone that the age of sacrifice has been lowered from nineteen to eighteen as punishment for their failure. After the children leave Isaac stands in front of the a pile of the children's bodies and as he sets them on fire he looks at something and shouts "Scarecrow!". The scarecrow is revealed to be Burt.
Later, Malachai and the other eighteen-year-olds enter the cornfields at dusk, offering themselves to He Who Walks Behind the Rows. While saying goodbye, Malachai's pregnant lover Ruth (Alexa Nikolas), whose faith had earlier been shaken, has a vision of herself setting fire to the corn.David Anders as Burt, He is the main protagonist along his wife. He was killed by the demon "he who walks behind the rows" and became a scarecrow.
Kandyse McClure as Vicky, Burt's wife who was killed by Malachai. She became a scarecrow
Daniel Newman as Malachai. He was Isaac's second in command warrior of the cult and Ruth's boyfriend. He was responsible for Vicky's death. He ended up sacrificed in the form of walking in the cornfield with the other 18 year old children because the demon decreased the age of favor to 18 years old.
Preston Bailey as Isaac, The 9 year old "prophet" leader of the cult.
Alexa Nikolas as Ruth
Isabelle Fuhrman as Additional Voices
Leo Howard as Additional Voices
Casting started two weeks before production began. Unlike in the original film, in which the bulk of the cultists were portrayed by actors over eighteen, Borchers decided to cast age-appropriate actors. Borchers has stated that dealing with the largely underage cast proved to be the most difficult part of making the film.
Having worked on the original film as a producer, Donald P. Borchers was originally content with it, though in hindsight came to believe it was too "Hollywoodized" and not true enough to the original short story. Wanting Stephen King to be involved in the production of the new film, Borchers sent a copy of the script to him, only to receive a letter from King's attorney stating that King wanted no part in the film. Borchers compares the cult of He Who Walks Behind The Rows to real-life cases of religious zealots who use violence as a means to an end, a mentioned example being the extremists in the Middle East.
It was written, directed and produced by Donald Borchers, a producer on the original movie, which was filmed in Lost Nation, Iowa and Rural Oxford Jct area. Borchers said he chose the Quad Cities Iowa/Illinois area after receiving a recommendation from the Iowa Film Office in the state Department of Economic Development. Shooting took place in and around the Quad Cities during September 2008.
The film premiered on Syfy on September 26, 2009 and was released uncut on DVD by Anchor Bay on October 6, 2009. The DVD included such features as interviews with cast and crew and behind-the-scenes footage. A Blu-ray release followed on November 16, 2010.