There's just something about horror and boarding schools for girls. With the exception of Eastland (that's a Facts of Life reference), I can't think of any school for girls that isn't terrorized by a murderer or haunted by ghosts or witches. This boarding school is no exception, as there are all kinds of weird things going on behind its doors -- not to mention out in the surrounding woods.

Set in 1965, The Woods has a nice, distinctive feel to it, and the creepy potential the film shows early on lasts all the way to the somewhat ridiculous climactic scenes near the end. The only real weakness here is the story, as the atmosphere remains dark and creepy throughout, and an excellent cast rises to every occasion, no matter how many horror movie cliches dot the landscape.

Heather Fasulo (Agnes Bruckner) finds herself at this secluded school largely because she is an embarrassment to her uncaring mother. Yes, there was the small matter of arson, but it doesn't take a Freud to figure out Heather was acting out for the kind of attention her mother refused to give. Heather isn't happy in her new situation. She befriends a demure girl by the name of Marcy (Lauren Birkell), but she is immediately targeted for abuse by Samantha (Rachel Nichols), the leader of the cool-girl school clique, who gives her the much-used moniker of Fire-Crotch. Heather also has a bad habit of getting into trouble, which does not endear her to her teachers. Still, Miss Traverse (Patricia Clarkson), the headmistress, shows a special interest in her, even giving her a scholarship based on Heather's performance on a strange, IQ-like test. Being special isn't necessarily a good thing at this school, though; special girls have an odd habit of disappearing.

With the sinisterly sweet Miss Traverse hovering over the school, stony-faced teachers ready to unload on you in a heartbeat, and one teacher with a completely unexplained facial tic wandering around, it's not hard to tell this is a weird place. The fact that everyone on the staff is a school alumnus is also a telling fact.

Everything starts falling into place once we hear the sinister legend of the school. Supposedly, three witches came out of the woods one day long ago and took over the school (going Lizzie Borden all over the headmistress -- nice); now, there are supposedly all these girls out in the woods who will do really nasty things to you if you wander into their territory. Heather, for her part, begins having nightmarish visions that seem to confirm much of the story -- as does her first attempt to run away through the dark and isolated woods. It looks like she might actually survive the whole the whole ordeal when her father (Bruce Campbell) comes to get her -- but just when it looks like she is out, the Woods pull her back in!

I realize that all of this sounds pretty good, and it is. You've got your hot, red-headed schoolgirl, a bevy of creepy teachers, one bonafide catfight, the tangy smell of witchcraft in the air, a dark and mysterious forest, and Bruce frickin' Campbell all in the mix. Unfortunately, the big payoff is disappointing. There's some nice axe-tion in there but the climax comes off as more than a little bit silly. I don't like to drive in the fog, but the spectre of a creeping fog really doesn't scare me, and that's only part of the problem.

Still, director Lucky McKee merits a lot of praise where The Woods is concerned. The film certainly didn't deserve to sit on the shelf for month after month following its completion in 2003. McKee put everything in place for something special, but the story just comes up a little short in the end. I thought Clarkson was absolutely mesmerizing as Miss Traverse, and Bruckner is a rising star of not-to-be-missed quality. Despite its story-related faults, The Woods is definitely worth watching and ranks far above most horror films coming out of Hollywood.