I believe that this may go down as being the one movie that made the most "mistakes made in a Stephen King adaptation". This is not to say that it is the worst Stephen King movie (which I think is The Mangler), but rather the one that has collected and committed the most mistakes ever. I will note that I have yet to read the book, so I may have errors in my assumptions. As a movie, this is a total failure. The combination of supernatural and science fiction elements is about as poorly integrated as any other film I can think of. This isn't helped by the fact that they place so much of it nakedly on the screen. The adults' "abilities" are provided some foundation, but their explanation doesn't make sense within the foundation of the story. Without going into spoilers, they are given their abilities both to pose the greatest threat to the planet as well as to save it. The science fiction elements are poor as well. The aliens were initially interesting to some degree, but when it became clear their method of infection, I couldn't see how the Blue Boy group managed to keep them from overrunning the planet in a couple of hours. They are just too good, and the method of "containment" is laughable. From an acting standpoint, I could see the actors trying their best, but they're really hampered by the words they're asked to speak. Sizemore isn't given much at all to work with, but Morgan Freeman probably fares the best. Of the other actors, Damien Lewis (of Band of Brothers) has the most difficult job, and does well with what he is forced to do. The rest has some similar indignities, but not to the same degree. I think the main problem is the slavish dedication to the original text. This feels like a Stephen King TV-movie adaptation in every form, to the point where I was placing the commercial breaks mentally. There is little attempt at making it cinematic in terms of pacing, dialog, or plot. Instead, they throw the typical King dialog that works well in his style of novel but has no place coming out of an actor's mouth. The only actor who comes through with his dialog successfully (IMO of course) was Kathy Bates in Misery, which was largely because her character was so disconnected with society. But hearing words like "fuckaree" and "You crossed the Curtis line" from an actor is cringe worthy, even when they add some weight and character in the novels. From a story standpoint, this could stand some incredible paring down. They take the exact same "kitchen sink" approach to adaptation as a TV-miniseries would do. This led to interludes like staring down the bullies because of the threat that one of the guys would "run away" or taking "Duddits" from his mother. The principal meat of the story is the dual friendship bond and the alien/conspiracy elements, but far too much time is thrown at back story, "memory warehouses", and bizarre machinations of the Blue Boy group and the military. Now, that said, I did find some intriguing elements in the story. They remained committed to the "memory warehouse" concept, and I really began to enjoy it. Although it didn't help the story one bit, it was interesting to see. Additionally, the early moments of the film had some memorable items such as the stampede of animals and the confrontation in the bathroom, which had some very nice suspense and reactions from Lewis and Jason Lee (aside from the asinine toothpick stuff). Special effects wise, this is TV-movie in every way, with shoddy CGI and very unconvincing aliens. I get the impression that they can shape shift because of some dialog, but this isn't really covered at all. Put together, this film is pretty well guilty of using all of Kings dialog, externalize a lot of the character's thoughts, keeping what feels like tons of unimportant and counterproductive story elements, maintaining every bit of back story even when it doesn't help the story. It lays the aliens out for the world to see, ruining any payoff at the end. All in all, a real disaster of a film. All of which is the greater shame because of the talent that is on screen.