The film stars Thomas Hobson, Tara Perry, Phil Morris,[1] Angela Bettis, Erick Redbeard (credited as Joseph Ruud), Tim Blake Nelson, and David Arquette.

However, the wooden-walled town is filled with secrets and ominous forebodings, and "Doc" McCune becomes suspicious about the true nature of the colony.

Matthew instructs his nephew that everyone in the town, regardless of their job, knows their "purpose," and the uncle dissuades "Doc" from being too curious.

When "Doc" McCune tracks down the previous town doctor, a woman named Annie (Perry), who lives in a house in the forest with her mute brother, William (Rowan), and asks for help in setting up his medical clinic, she is friendly but uncooperative, which heightens the young doctor's suspicions about the town.

Perry also sings on the closing theme, "On This Mountain (Reprise)," a song sung earlier in the film by Nelson, who plays a blind Scandinavian saloonkeeper, and his wife, Lucille (Bettis).