Katie Holmes

After a family moves into the Heelshire Mansion, their young son soon makes friends with a life-like doll called Brahms, unaware of its sinister history.

Trying to reverse a family curse, brothers Jimmy and Clyde Logan set out to execute an elaborate robbery during the legendary Coca-Cola 600 race at Charlotte Motor Speedway.

A mother struggles to make a better life for her daughter. Thirteen-year-old Ruthie Carmichael and her mother, Rita teeter on the edge of poverty, despite Rita working multiple jobs. When their landlord kicks them out, Rita uses her looks to instantly reel in a boyfriend, who takes them in. Before long, Ruthie convinces her mother to leave and they head East in search of a better life. When money runs out and their car breaks down, they find themselves stranded in a small town called Fat River where their luck finally takes a turn. Rita lands a steady job waitressing at the local diner. With enough money to pay their bills, they rent a house and Fat River becomes the first place they call home. Peter Pam, a transgender waitress, becomes Ruthie's closest friend. The townspeople become Ruthie and Rita's family. Into this quirky utopia comes smooth-talking mortgage broker Vick Ward, who entices Rita with a subprime loan. Almost as soon as Rita buys a house their fortunes change. Faced once again with the prospect of homelessness, Rita reverts to survival mode, and the price she pays to keep them out of poverty changes their lives forever. —Happy_Evil_Dude

Leila, a young provincial girl, has recently married and now lives in Tehran. She and her husband are tenants to a pair of sweet, old ladies named Eti and Aziz. In matters of daily life and her relationship with her husband, Leila deals with all the same feminine preoccupations and concerns... until the event of a party shakes her foundations and turns her simple life upside down. An intimate drama following the story of Leila, a wife and mother. Expecting her third child and living in a small apartment in Tehran, she divides her time cooking, cleaning and caring for her children. After breaking a plate following a party with neighbors, Leila must search the city to find a replacement and save face with her family. This character study steadily reveals the hopes and desires of a woman unable to achieve her true potential within the confines of her impoverished background.

Faced with the prospect of losing her home as her debt begins to mount, posh housewife Bridget (Diane Keaton) accepts a job on the midnight cleaning crew at a local branch of the Federal Reserve Bank. When the growing temptation of the cash that surrounds her night after night ultimately proves too powerful to resist, Bridget teams with two of the other cleaners for a criminal exercise in creative moneymaking. Queen Latifah and Katie Holmes co-star in a crime comedy inspired by actual events.

Professor Grady Tripp (Michael Douglas) is a novelist who teaches creative writing at an unnamed Pittsburgh university (the movie was shot chiefly in and around Carnegie Mellon University). He is having an affair with the university chancellor, Sara Gaskell (Frances McDormand), whose husband, Walter, is the chairman of the English department and thus Grady's boss. Grady's third wife, Emily, has just left him, and he has failed to repeat the grand success of his first novel, published years earlier. He continues to labor on a second novel, but the more he tries to finish it the less able he finds himself to invent a satisfactory ending - the book runs to over two and a half thousand pages and is still far from finished. He spends his free time smoking marijuana. His students include James Leer (Tobey Maguire) and Hannah Green (Katie Holmes). Hannah and James are friends and both very good writers. Hannah, who rents a room in Tripp's large house, is attracted to Tripp, but he does not reciprocate. James is enigmatic, quiet, dark and enjoys writing fiction more than he first lets on. During a party at the Gaskells' house, Sara reveals to Grady that she is pregnant with his child. Grady finds James standing outside holding what he claims to be a replica gun, won by his mother at a fairground during her schooldays. However, the gun turns out to be very real, as James shoots the Gaskells' dog when he finds it attacking Grady. James also steals a very valuable piece of Marilyn Monroe memorabilia from the house. Grady is unable to tell Sara of this incident as she is pressuring him to choose between her and Emily. As a result, Grady is forced to keep the dead dog in the trunk of his car for most of the weekend. He also allows James to follow him around, fearing that he may be depressed or even suicidal. Gradually he realizes that much of what James tells him about himself and his life is untrue, and is seemingly designed to elicit Grady's sympathy. Meanwhile, Grady's editor, Terry Crabtree (Robert Downey Jr.), has flown into town on the pretense of attending the university's annual WordFest, a literary event for aspiring authors. In reality, Crabtree is there to see if Tripp has written anything worth publishing, as both men's careers depend on Grady's upcoming book. Terry arrives with a transvestite whom he met on the flight, called Antonia Sloviak (Michael Cavadias). The pair apparently become intimate in a bedroom at the Gaskells' party, but immediately afterwards Terry meets, and becomes infatuated with, James Leer, and Sloviak is unceremoniously sent home. After a night on the town, Crabtree and James semi-consciously flirt throughout the night, which eventually leads up to the two end up spending an awkwardly intimate night together in one of Grady's spare rooms. Tired and confused, Grady phones Walter Gaskell (Richard Thomas) and reveals to him that he is in love with Walter's wife. Meanwhile, Walter has also made the connection between the disappearance of Marilyn Monroe's jacket and James Leer. The following morning the Pittsburgh Police arrive with Sara to escort James to the Chancellor's office to discuss the ramifications of his actions. The jacket is still in Grady's car, which has conspicuously gone missing. This car had been given to him by a friend as payment for a loan, and over the weekend Grady has come to suspect that the car was stolen. Over the course of his travel around town, Grady has been repeatedly accosted by a man claiming to be the car's real owner. He eventually tracks the car down, but in a dispute over its ownership the majority of his manuscript blows out of the car and is lost. The car's owner gives him a ride to the university with his wife, Oola, in the passenger seat, wearing the stolen jacket. Remembering James Leer's distress at how lonely the jacket looked in its own special closet, Grady finally sees that making things right involves having to make difficult choices. Grady tells Oola the story behind the jacket and allows her to leave with it. Worried that Grady's choice comes at the expense of damaging James Leer's future, Crabtree convinces Walter not to press charges by agreeing to publish his book, "a critical exploration of the union of Joe DiMaggio and Marilyn Monroe and its function in American mythopoetics", tentatively titled The Last American Marriage. The film ends with Grady recounting the eventual fate of the main characters - Hannah graduates and becomes a magazine editor; James wasn't expelled, but drops out anyway and moves to New York with Crabtree to rework his novel for publication; and Crabtree himself "goes right on being Crabtree." Grady finishes typing his new novel (now using a computer rather than a typewriter), then watches Sara and their child arriving home before turning back to the computer and clicking "Save."

Leigh Ann (Katie Holmes) is a high school student who wants to achieve top grades to become valedictorian. However, her grade in History class is threatened by her sadistic teacher, Mrs. Tingle (Helen Mirren). Mrs. Tingle has a special dislike for Leigh Ann and down-grades Leigh Ann's well-designed project. The teacher also stumbles upon Leigh Ann with the final exam, which had been stolen and planted in Leigh Ann's backpack without her consent, and threatens to have her expelled for it. Leigh Ann and her two friends, Luke (Barry Watson) and Jo Lynn (Marisa Coughlan), head to Mrs. Tingle's house that night and try to convince the teacher that Leigh Ann is innocent. Mrs. Tingle, however, does not listen. A physical struggle ensues and Mrs. Tingle is accidentally knocked unconscious. The students panic and tie Mrs. Tingle to her bed. Pretending to be Mrs. Tingle, Jo Lynn calls the school the next morning and feigns illness in order to buy themselves some time, but all are unsure of what they should do next. Mrs. Tingle eventually reveals that she hates Leigh Ann because Leigh Ann has the potential to leave their small town and experience life something Mrs. Tingle never got a chance to do but her honesty only furthers her captors' dislike of her. She also opines that Leigh Ann does not have the guts to do anything that will get her in trouble; in response, an angry and infuriated Leigh Ann kisses Luke and has sex with him on Mrs Tingle's couch. The next day at school, Jo Lynn ignores Leigh Ann because she had a crush a crush Leigh Ann had been aware of. A regretful Leigh Ann tries to make amends with Jo Lynn, but an admission that she'd had sex with Luke further infuriates Jo Lynn. Leigh Ann, Luke, and Jo Lynn decide to blackmail Mrs. Tingle by producing photographic evidence of her love affair with the school's gym teacher. Before they can enact their plot, however, Mrs. Tingle escapes from her bonds. After a fight at the top of the staircase, she seemingly falls to her death but then quickly recovers, scrambles to her feet, and picks up a crossbow. She fires it wildly, trying to hit Leigh Ann. Trudie Tucker (Liz Stauber) walks through the door, gets hit in the chest by the bolt, and appears to be dead just as Principal Potter (Michael McKean) arrives to check up on Mrs. Tingle. Leigh Ann forces Mrs. Tingle to tell everything that happened with her that she wanted Leigh Ann to fail, that she shot Trudie with the arrow, among other things. However, Trudie was protected by a thick textbook she was holding at her chest and was completely unharmed. Mrs. Tingle is fired, and the final scene of the film shows Leigh Ann being named valedictorian.

The film is told out of chronological format, the story being told from four different points of view. As such, the following summary only generalizes the actual sequence of events which take place. Ronna's story It is Christmas Eve in Los Angeles. Adam (Scott Wolf) and Zack (Jay Mohr), a couple of TV soap opera actors, have been busted for narcotics possession. In a plea deal, they will help Officer Burke (William Fichtner) set up a sting operation for Simon (Desmond Askew), an occasional drug dealer who sells ecstasy from his cash register at a local grocery store. Unbeknownst to them, Simon has taken a vacation to Las Vegas. Filling in at his register is Ronna (Sarah Polley), an 18-year-old runaway and high school dropout who is facing eviction and desperate for the extra paid hours of income. When the actors ask about Simon and where they might buy some ecstasy, Ronna recognizes a lucrative financial opportunity. She offers to "see what she can do" for them, taking down their address. They give her a flier with the details of a rave later that evening. After work, Ronna and co-worker friends Claire (Katie Holmes) and Mannie (Nathan Bexton) debate the underground drug trade "rules," such as circumventing Simon to become competing dealers themselves. Ronna decides this will be a one-time-only deal and proceeds to Simon's drug supplier, Todd (Timothy Olyphant). Todd is suspicious of Ronna's sudden interest in dealing drugs, and that the quantity she has requested is the exact amount that constitutes a drug trafficking felony. Reluctantly, he offers to sell her the drugs at a higher price. Unprepared for the price hike, she offers to leave collateral in exchange for bringing the balance back after the sale is complete, and bullies Claire into being the collateral. Ronna and Mannie then proceed to Adam and Zack's pre-rave party at their apartment. Ronna goes inside to complete the deal, while Mannie stays in the car and downs two of the pills he swiped from the bottle. Inside at the "party", there's only Adam and Zack behaving uncomfortably, along with an older man (Officer Burke, the undercover officer) who seems overly focused on finishing the drug deal. Ronna quickly realizes something is amiss here, so she asks to use the restroom before completing the deal. When Zack turns to show Ronna the way to the bathroom, he whispers "Go!" to her. She goes into the bathroom, flushes the drugs down the toilet, and emerges empty-handed. She tells Burke she wasn't able to obtain the drugs after all, and to defend herself from further scrutiny, notes to Burke that she is underage to be drinking the beer he gave her. Realizing he is now on surveillance giving alcohol to a minor, and without evidence to hold her, Burke lets Ronna go. Ronna, in a state of panic, ponders her situation with Mannie, who is slowly succumbing to the effects of the pills he took. She doesn't have the money to buy Claire's release from Todd, and now she has no drugs to sell. In desperation, she shoplifts a large supply of over-the-counter medication from her own grocery store. Finding pills roughly the same appearance as the ecstasy pills, she refills Todd's bottle and returns to his apartment. She explains to Todd that the deal fell through, gives the "stash" back to him, and frees Claire from collateral duty. Ronna realizes that she's still facing eviction and decides to attend the rave to sell the remaining medication as ecstasy. Her scam works, and she quickly makes more then enough money to cover her rent. Meanwhile, Todd has discovered the fake pills and shows up at the rave to settle the score. He sees Ronna and Mannie from afar and chases them through the dancing crowd. Mannie is too high to run and is slowing them both down. Ronna hides Mannie behind a piece of sheet metal in a back alleyway, tells him to keep quiet until she comes back, and runs off alone. Todd catches up to Ronna in the parking lot. He has a few last words with her about the nature of the illegal drug trade, and takes out a gun intent on killing her. At that very moment, a yellow Mazda Miata swerves around a corner of the parking lot at high speed and squarely hits Ronna, catapulting her onto its roof. It then shoots forwards and stops suddenly, sending her flying into a ditch. The driver, in panic from seeing Todd with a gun, flees the scene. Todd leaves Ronna for dead and flees as well as it begins to rain. Ronna lies motionless in the ditch. Simon's story Earlier.... After recruiting Ronna to cover his shift at the grocery store, Simon goes off with three of his friends Marcus (Taye Diggs), Tiny (Breckin Meyer), and Singh (James Duval) for some adventures in Las Vegas, footing their hotel bill with the credit card he had borrowed from Todd. Shortly after arriving, Tiny and Singh develop bad cases of diarrhoea from eating some bad seafood at the hotel's buffet restaurant and are stuck in their hotel room while Simon and Marcus hit the casino. Simon quickly loses much of his money and then wanders into a wedding party on the premises. There, he meets two female guests, with whom he eventually smokes pot and has sex (both of them). One of the women accidentally starts a fire in her hotel room, causing Simon to flee naked (clothes in tow) in an elevator. Putting his clothes back on, he meets up with Marcus back in the casino. Marcus's yellow sports coat gets him mistaken for a hotel employee, even earning him a tip when a customer mistakes him for a bathroom attendant. This eventually works to his advantage, though, when another hotel guest assumes Marcus is a parking valet and hands him the keys to his Ferrari. Simon and Marcus jump at this golden opportunity to take the red Ferrari for a spin, winding up at the Crazy Horse strip club. En route, Simon discovers a 9 mm pistol in the glove compartment, which he pockets for himself. At the strip club, Marcus warns Simon not to order "champagne" - strip club code for a private lap dance they cannot afford - however, Simon does precisely that, and he heads to a back room with two dancers and Marcus in tow. Before the lap dance commences, they receive a stern warning from menacing Victor Junior (Jimmy Shubert), one of the bouncers and the son of the club owner, to behave like gentlemen and not touch the dancers "or else." Simon hands the bouncer Todd's credit card and he and Marcus enter the back room; the lap dances have barely begun when Simon loses his self-control and gropes his dancer. Victor Jr. immediately bursts into the room and begins beating him. Marcus tries to defend Simon and is himself attacked by the bouncer. Simon then draws the gun he found and shoots Victor Jr., wounding him in the arm. Simon and Marcus hastily flee the premises and head back to the hotel. Simon and Marcus rush into their room and roust up the sickly Tiny and Singh, telling them they have 30 seconds to get up and out. Before they can flee, the Victors Jr. and Sr. (J.E. Freeman) arrive at their door, so Simon and crew bribe a young boy staying in the next room to open the connecting door for their escape. After a frantic car chase down the Las Vegas Strip, Simon and his three friends manage to elude their pursuers and reach the highway back to Los Angeles and drive away in the light of dawn in Simon's damaged car. They believe they are safe, reasoning that their pursuers would have called the police in Vegas...or so they think. What Simon forgets is that it was Todd's credit card he left back at the strip club. Adam and Zack's story Earlier... Adam and Zack are actually closeted gay lovers forced to be decoys in a police sting operation, in exchange for having their own drug charges dropped. In the grocery store parking lot, they test out their hidden microphones; inside, they look for Simon, their usual dealer, but find only Ronna. Later, after the sting with Ronna goes bad, Burke handcuffs Zack, then makes a bizarre suggestion: Why don't they spend Christmas Eve at his house and have dinner? Nervous, they reluctantly accept his invitation. It is an odd atmosphere in the house, and Zack and Adam have odd encounters with Burke and his wife Irene (Jane Krakowski). Zack comes out of the bathroom and runs into Burke completely nude; Burke urges him to lie down on his bed and try out some cologne. Adam, meanwhile, meets Irene, who comes on to him and even kisses him full on the lips. Later, when the four sit down to Christmas dinner, Burke explains that he and his wife are the fourth leading sales team in the region for Confederated Products, an Amway-type retail company, and that virtually everything in the house from the food to the cologne is from the company. Burke wants Adam and Zack to sell Confederated products for him. Zack then gets Adam to feign illness to excuse themselves, and they leave the house, both of them uneasy from the evening's events. Adam and Zack engage in small talk and discover that both of them are cheating on each other with the same man, Jimmy, a makeup artist in their television studio. They go to Jimmy's apartment and find out from his sister that he is attending the same rave that they had earlier advertised to Ronna. Adam and Zack show up and get revenge on their mutual two-timing lover by holding Jimmy down and cutting a sizable chunk of his long hair. Satisfied, they leave the party, get into Adam's yellow Miata and barrel into Ronna, sending her flying into the ditch. Then they see a man with a drawn pistol (Todd) and, terrified, flee the scene. They stop at a gas station and try to figure out what to do, debating whether Ronna survived the accident and, if so, whether or not the man with the gun finished her off. Adam goes to the toilet where he realizes that he is still wearing the hidden microphone from earlier that afternoon. Panicked, they throw the devices away and drive back to the spot where they hit Ronna. They find her still lying in the ditch, unconscious but alive, and hoist her on top of a nearby car with the alarm blaring. They watch in satisfaction from afar as other partygoers discover Ronna early the next morning and call an ambulance for her. Conclusion It is dawn now, and Claire, who does not know what happened to Ronna, leaves the rave and goes to the diner where she usually meets Ronna when they get separated. She encounters Todd; they engage in small talk, then realize they are attracted to each other. They end up kissing and groping in the stairwell of Todd's house, where they are discovered by none other than Victor Jr. and Victor Sr., the Crazy Horse bouncer and owner whom are after Simon and have tracked him through Todd's credit card. Todd explains they have the wrong man; he begins to draw out directions to Simon's place, when Simon himself walks into Todd's apartment ironically, to seek refuge from the bouncers. At first they want to kill him, but Claire points out that she and Todd would be witnesses to the crime. So an "eye for an eye" deal is struck where Victor Jr. gets to shoot Simon in the arm. Just as he is about to get justice, performance anxiety suddenly springs upon Junior and he cannot bring himself to pull the trigger. Claire gets impatient and leaves during his hesitations; as she gets halfway down the hall she hears a gunshot. She flinches and shuts her eyes. Simon calls out: "It's all right... I'm okay!" Meanwhile, Ronna wakes up in the hospital recovered enough to return to work, happy that, despite the night's batterings, she did indeed make enough money to save herself from eviction. She talks with Claire and suddenly realizes to her horror that she never went back for Mannie, who is presumably still hidden where she left him. Ronna and Claire return to the scene and find Mannie still there, shivering and terrified, but otherwise okay. They all get into Ronna's car and drive away, and Mannie wonders aloud what they'll do for New Year's Day just a week away.

Steve Clark (James Marsden) is a high school senior whose family moves to Cradle Bay, a picturesque coastal town in Washington state's Puget Sound with his parents. It has been nearly one year since Steve's older brother, Allen (Ethan Embry), committed suicide which traumatized the family. Steve's parents tell him that they have relocated from Chicago to Cradle Bay as a fresh start to move on with their lives. During Steve's first day at his new high school, he meets and befriends three outcast students, Gavin Strick (Nick Stahl), U.V. (Chad E. Donella), and Rachel "Rae" Wagner (Katie Holmes). Gavin tries to tell Steve that he believes there is something evil about the "Blue Ribbons"a clique of students taking part in a "special program" led by the school psychologist, Dr. Caldicott (Bruce Greenwood). Steve is understandably skeptical. Steve witnesses a fight in class between a student, Dickey, and one of the Blue Ribbons. Later, Dickey is trying to buy car parts for his muscle car at an out-of the way marina, and is accosted by the Blue Ribbons. Soon after, Dickey reappears at school, now one of the Blue Ribbons, and having donated his once-prized car to a demolition fundraiser. Steve goes to a local yogurt shoppe where the Blue Ribbons congregate. Steve comments about seeing Dickey and his recent adversary sitting together, to which Dickey replies "We made peace". Gavin arrives to meet Steve, and takes him outside after a tense exchange with the group of Blue Ribbons. Gavin shows a photograph of himself and several Blue Ribbons, who were until recently rocker/parties types. That evening Steve and Gavin go to the high school where they eavesdrop on a parents meeting, where Gavin learns his parents have signed him up for Caldicott's program. Steve remains skeptical of Gavin's fears of the Blue Ribbons and the program, and offers for the clearly frightened Gavin to stay at his house that night. Gavin says he has to face his house, and produces a gun which he plans to use against his expected abductors. Steve wrestles the gun away from him and tells him he's lost his grip. Clearly shaken by Gavin's behavior, Steve still doesn't think he's in danger and heads home, with Gavin calling after him and then reluctantly starting to walk home himself, muttering quietly. The following day in the school cafeteria, Gavin walks in looking like a Blue Ribbon. When Steve tries to confront Gavin, he gets punched in the stomach for his impertinence by the other Blue Ribbons. Later, after being chased home, Steve finds Blue Ribbon member Lorna Longley in his living room, ostensibly waiting up after tutoring Steve's younger sister while Steve's parents are "at a meeting". Steve suggests she leave. She asks to use the bathroom first, then emerges, partial undressed, and forcefully kisses Steve. Her heightened arousal causes her eye to glow red, startling Steve. Lorna starts saying "wrong, bad" then smashes her head into a mirror, attacks Steve with a mirror shard, them obliviously leaves the house. She is later seen undergoing treatment at a medical facility under Dr. Caldicott's direction. During this time, Steve also befriends Dorian (William Sadler), the school janitor, who appears to be mentally handicapped and hunts rats for the city for some extra cash. Dorian demonstrates a device called an E-Rat-icator which emits a soft, high pitched whine that is supposed to be innocuous but annoying to rats, which seems to be an abysmal failure. Steve discovers that Dorian is actually highly intelligent, and carries classical literature pieces with him, and that he's hiding because he wishes to be left alone and does not trust society. Dorian also tells Steve that he suspects that the entire community of Cradle Bay is part of a massive conspiracy made up of nearly all of the parents, the local police chief, the school principal and entire school faculty, who hired Dr. Caldicott to "re-program" their own children to become the perfect people that they want them to be and not free-thinkers. Rachel finds a CD-R disc that Gavin hid in the school's boiler room, containing a video he made of himself before his "transformation", telling about the club and about the history that he learned about Dr. Caldicott. A Blue Ribbon known as "Chug" (A.J. Buckley) assaults Rachel in the basement, when Dorian's E-Rat-icator goes off, and immediately sends Chug into a agonized frenzy, during which Rachel slips away. Chug smashes the E-Rat-cator and walks out, apparently oblivious to what has just occurred. During their personal investigation, Steve and Rachel try to find out what exactly has been happening to the Blue Ribbon kids, which leads them to a mental hospital called Bishop Flats following a lead on the disc that Gavin left behind in the basement (which Rachel had retrieved before her encounter with Chug). At Bishop Flats, they find out that mind control is being used to make depressed, awkward and unruly teens become perfect so they can function properly in life, but the programming has some glitches that lead to momentary relapses and violent fits. Also at Bishop Flats, they find Caldicott's daughter, Betty (Julie Patzwald), a failed project who spends her time repeating the same phrase: "Meet the musical little creatures that hide among the flowers", along with other damaged test subjects who compulsively brush, floss and apply makeup. After escaping from the hospital, Steve and Rachel return to Cradle Bay to plan to rescue Lindsey before fleeing town. They have a run-in with the town's police chief Cox (Steve Railsback) who is also involved in the conspiracy. He tries to arrest them for being out after curfew. But Dorian shows up under the pretense that he is disposing of dead rats, then knocks out the police chief and frees Steve and Rachel, telling them to leave town and go public with what they know about Dr. Caldicott's work. When Rachel and Steve return to Steve's home to get Lindsay (Katharine Isabelle), Steve's parents (Terry David Mulligan and Susan Hogan) reveal that they are also part of the program now and that they signed him up for Caldicott, and Caldicott himself confronts them. Steve and Lindsay try to get out but they get ambushed by a group of Blue Ribbons waiting for them outside the house. Steve and Rachel are dragged by the Blue Ribbon gang to the programming center. Steve grabs a scalpel before being strapped into a chair. He confronts Caldicott about the human cost of the reprogram, but Caldicott is dismissive, including in regard to his own daughter. Before the reprogramming can start, Steve uses the scalpel to cut his bonds and escape to rescues Rachel, killing the medical techs. On the way out, they fight and kill Chug, who has been left behind to guard them. Exiting what turns out to be the town's hospital basement, Steve and Rachel are met by Lindsay and U.V. in Rachel's truck. Rushing to catch the early ferry, they meet with a roadblock made of Blue Ribbons and Caldicott on the road. When hope seems lost, Dorian drives up, striking Caldicott, and activating multiple E-Rat-icators that scramble the mind control tech inside the Blue Ribbons' heads. They chase after Dorian and try to destroy the E-Rat-icators Dorian, having been fatally wounded by a gunshot from Caldicott, and believing the Blue Ribbons to be beyond help, drives his car off a cliff with most of the Blue Ribbons hanging onto it. An injured Caldicott reappears, reacting to Steve's declaration that "It's over" by saying he will start his experiments again elsewhere. This leads to a final battle between Steve and Caldicott, which Steve wins by kicking Caldicott off the cliff. Steve and Rachel then leave town on the ferry with Lindsay and U.V. to begin a new life elsewhere. The final scene shows a classroom in an urban high school with kids playing loud music, cursing, and acting up. They are informed that they have a new student teacher. The well-groomed teacher turns around after writing on the board, and it's Gavin, with the blue ribbon "red twinkle" still active in his eye.