Melanie (Leah Pipes), a teenage girl, lives in the big city. While she and her boyfriend were in the park one day he offered her some heroine, they both snort it and overdose. Both of them die but Melanie is brought back by the paramedics.
Her parents send her to rehab after the incident and while she is in rehab (hiking in the Himalayas) her parents and teen sister Crystal (Kristin Cavallari) move to a small town. When Melanie gets home from rehab, her mother who seems to hate her treats her poorly and her sister has told half the town about rehab.
The tiny town has a huge ghost story about a school bus full of kids that was killed when hit by a train. The story implies that if you park on the railroad tracks, put your car in neutral and wait that the kids who died will push your car across the tracks to safety and their fingerprints will remain on the bumper where they pushed your car.
On her first day back from rehab Melanie and her sister put the myth to the test and although they are not pushed anywhere, Melanie sees a little girl running down the tracks.
At school Melanie's counselor Doug (Lou Diamond Phillips) tries to gain Melanie's trust by telling her his wife cheated on him, oddly it works. Anyway, over the next couple of days strange things happen to Melanie. She see's the little girl often and the girl seems to be trying to warn her about something. The town sheriffs nephew (rebel without a clue type) gets a crush on Melanie and tries to rape her. Later that night both he and his girlfriend disappear after being attacked by an unseen ghost in his car.
Melanie goes to Doug and tells him about the strange things she has been seeing and he goes to her mother breaking Melanie's trust.
Later that night he is pushed across the tracks while driving home and discovers that Melanie was telling the truth. He returns to his office to research the accident and is murdered by what appears to be a faceless train conductor dressed in black.
Melanie is brought into the police station to be questioned about the people who disappeared and while there she talks to the town drunk and realizes that he was Mayor during the time that the bus accident happened. He tells Melanie that there never was an accident. What actually happened was the towns train station owner was about to be put out of business thanks to a contract the town had with the state for the interstate to run thru the town. But around that time children started disappearing, the town knew that the train station owner was behind it but had no evidence. They also knew that the train station guy knew that if children were disappearing there was no way the contract to demolish the train station would happen. So the town's people went to scare the train guy and instead hung him on his lawn in front of his eldest daughter. The children were never found and the towns people made up a story about the bus crash and then said that the train guy killed himself because his younger daughter was on the bus (she was the girl Melanie keeps seeing and was also killed by her father, because she couldn't keep her mouth shut).
The train conductor's ghost abducts Melanie's sister and takes her to a chamber under the train depot and binds her wrists with barbed wire and sews her mouth shut (we discover that this is what happened to all the missing children, there skeletons are chained to the walls). Melanie shows up and sets her sister free. As the two girls try to escape the train guy shows up and Melanie fights back, she unmasks the "ghost" and it turns out to be the train guy's eldest daughter. She had helped her father kidnap and torture the missing kids when she was a child. She had also seen her father murdered forty years earlier. She found out that the town planned to demolish the old train depot and thought that if she carried on her father child murder spree that she could save the depot.
After numerous struggles Melanie and Crystal escape and get in their car. The crazed woman chases them and starts stabbing the car with a metal bar. The girls don't have the car keys so they can't leave. Just then the ghost children push the car froward knocking the crazed woman off the car and onto the tracks where they hold her as a train comes and kills her.
The police show up. ...it fades to black and then shows two teen girls in a car, one had just finished telling the other the "ghost story" about Melanie and her sister saying that after the crazed woman was killed Melanie's family left town and her mother went insane. (Kinda like one of those stories where in the end they tell you everything you just watched was a dream). The teens girls park on the tracks to test out the ghost story just as Melanie and Crystal had done at the beginning of the movie, but they are pushed across the tracks and when they look back the Crazy train conductor is sitting in the back seat, they scream and speed off.