In the town of Darkness Falls, widow Matilda Dixon was adored by the town's children. She gave them gifts and gold coins when they lost teeth, earning her the nickname Tooth Fairy. A fire in her home left her face disfigured and sensitive to light; she wore a white porcelain mask and only left her house at night. The town's adults were suspicious of Matilda; they blamed her when two children went missing. They hanged her and exposed her face to light. Dying, Matilda swore vengeance. When the two missing children returned home unharmed, the townsfolk realized their mistake and quickly buried Matilda's body. The story of Matilda, the Tooth Fairy, became a legend; her dark spirit visits children on the night they lose their last baby tooth. If anyone sees her when she visits, they are marked for her vengeance.
Kyle Walsh, an antisocial teenager befriended by Caitlin Greene (Emily Browning), loses his last baby tooth. That night he sees Matilda and realizes the story is true. Knowing light is her weakness, he shines a flashlight into her face and hides in the brightly-lit bathroom. His mother is killed after seeing Matilda. The next morning, police arrive and Kyle is taken to a mental hospital after mistaken speculations that he killed his mother.
Twelve years later, Caitlin (Emma Caulfield) telephones Kyle (Chaney Kley) to ask for his help with her younger brother Michael (Lee Cormie), who refuses to sleep in the dark. Kyle still suffers fear and paranoia from his encounter with Matilda; he has dozens of flashlights and medications for anxiety and depression. Kyle visits Michael at the hospital but denies any relation to his condition and walks away from Caitlin, who believes his story.
Kyle tries to warn others of Matilda but faces ridicule and skepticism, which leads to the death of many townspeople. A lightning storm blacks out the whole town; realizing Michael and Caitlin are in danger, Kyle rushes to the hospital. He rescues them and gains allies as others realize his story is true. Kyle, Michael, and Caitlin hide in the local lighthouse. They are helped by several medical personnel, all of whom are killed by Matilda.
During the struggle, Matilda tries to kill Kyle, but before she can do so, the lighthouse lights up. The sudden exposure to light causes her pain; she drops her mask. Kyle sees her disfigured face and realizes she is now vulnerable. She resumes her attack, during which Kyle's right sleeve catches fire and he kills Matilda by striking her face with it.
As the film ends, a boy is being tucked into bed by his parents. He is scared because he has just lost his last baby tooth. He finds his mother replaced the tooth with a gold coin, showing that Matilda and her curse are gone.
All music composed by Brian Tyler.
According to review aggregate website Rotten Tomatoes, 9% of critics out of 127 reviews gave the film a positive review, with an average rating of 3.3/10; the critical consensus is: "A derivative movie where the scares are few and things don't make much sense". On Metacritic, the film has a score of 23 out of 100, indicating "generally unfavorable reviews", based on reviews from 27 critics.
In his review for The New York Times, Stephen Holden called the film "an efficient little horror movie that doesn't waste its time getting down to business." Although the film had a "deliberate sparseness of gore," Holden noted the "demonization of a benign childhood phantom" as the film's "cleverest notion."
Kevin Thomas of the LA Times said that although "the filmmakers and their cast strive mightily to work up some thrills and chills," the film ultimately was "not all that scary."
Darkness Falls debuted at number one its opening weekend. Grossing $32,551,396 domestically and $47,488,536 worldwide, Darkness Falls was considered a commercial success at the U.S. box office, recouping its $11 million budget.
Joe Harris wrote Darkness Falls: The Tragic Life of Matilda Dixon, a prequel comic, which was published by Dark Horse Comics. Keith R. A. DeCandido wrote a novelization of the film, which was published by Pocket Books in December 2002.