After moving from Chicago to the sleepy town of Cradle Bay, Steve Clark (James Marsden) is enrolled at the local school. He is soon befriended by one of the school outcasts, Gavin Strick (Nick Stahl). Gavin is considered a trouble maker, and is friends with some othe students also considered unruly, one being Rachel Wagner (Katie Holmes)
Gavin and Rachel feel that something sinister is going on in the school, and they think it has something to do with a group of ‘model students’ called the Blue Ribbons. What used to be troublesome students, are now valued members of the community. Gavin and Rachel tell Steve that it has something to do with a doctor called Edgar Caldicott (Bruce Greenwood).
As the students dig deeper into what exactly is happening, they uncover a truth that could cost them all their lives. Director David Nutter who has worked on series like the X-Files, does a very good job at creating tension here. The film moves along at a brisk pace and everyone plays their part really well, with Bruce Greenwood really giving his Dr. Caldicott an air of menace.
There are great supporting roles from William Sadler as a demented janitor and Steve Railsback as a sinister cop. I really do recommend this if you haven’t seen it before.