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|Leelee Sobieski||Ruby Baker|
|Trevor Morgan||Rhett Baker|
|Stellan Skarsgård||Terrence 'Terry' Glass|
|Diane Lane||Erin Glass|
|Michael Paul Chan||Mr. Kim|
|Chris Noth||Uncle Jack|
|Michael O'Keefe||Dave Baker|
|Kathy Baker||Nancy Ryan|
|Rutanya Alda||Vice Principal|
|Rita Wilson||Grace Avery-Baker|
|Erick Avari||Ted Ross|
"Be Careful Who You Trust"
Sixteen-year-old Ruby (Leelee Sobieski) and eleven-year-old Rhett (Morgan) lose their parents in a car accident. Their parents' will is not a recent one, but in accordance with its terms the children are placed under the guardianship of family neighbors from some years back, the childless couple Erin (Diane Lane) and Terry (Stellan Skarsgård) Glass, who live in a large glass house in Malibu. There are early indications that all is not well — the children have to share a room, they are no longer educated privately, Rhett is allowed to play with games consoles at all times, and Ruby is made uneasy by Terry's sexual hints when they are alone. Ruby comes across unlabeled pharmaceuticals and sees Erin injecting herself (though the couple claim this is for diabetes). Ruby tries without success to get the trust fund lawyer to accept her concerns at first, and a visiting social worker is taken in by the Glass' assurances.
There are signs that Terry is in debt to loan sharks, and Ruby gradually realizes that her new foster parents are after the siblings' $4 million trust fund. Ruby becomes suspicious of her parents' death and discovers evidence of the Glass' involvement. After an unsuccessful attempt to run away, the kids are recaptured, and Ruby is drugged. Overcome by guilt and having lost her medical license, Erin commits suicide. Terry locks the kids in the basement and sabotages his car, expecting the kids to make another escape attempt. However, the loan sharks, alerted by Ruby, appear at Terry's house, repossess his car, and insist on taking a ride. Terry begs them to reconsider but eventually gives in. The car goes over the ledge and crashes, killing the loan sharks, though Terry survives.
Meanwhile, the children are picked up by a friendly cop. The policeman stops at the scene of the accident and is knocked out by Terry when investigating. After climbing back up the embankment, armed with a gun, Terry tries to lure Ruby and Rhett towards him. Ruby hits Terry with the police car, killing him instantly.
In the end, Ruby and Rhett end up living with their uncle Jack, who takes them to Chicago, where they visit the grave of their parents.
Theatrical : 2001-09-14 : United States of America
DVD : 2002-01-02