In this atmospheric thriller, widower Dr. David Callaway (Robert De Niro) moves his daughter Emily (Dakota Fanning) to a woodsy town in upstate New York to help her escape the memories of his wife's suicide. In Woodland, they meet the local police officer, the jumpy real estate agent, and a married couple who live next door, trying to cope with the recent loss of their daughter, who was Emily's age. David reaches out to child psychiatrist Katherine (Famke Jannson), who is the understanding adult trying to help Emily and coach David through the grieving process. Emily starts talking about all the fun games she is playing with "Charlie," her imaginary friend. The disfigured dolls, scrawled threats, and dead cat that follow alarm David enough to leave his study, where he spends most of the day. Emily's strange drawings hint that Charlie might be positioning himself to be Emily's only friend, and the mysterious death that follows finally drives father and daughter to action. To say anything more would make Charlie very, very angry.