It stars Josh Hutcherson, Hayden Panettiere, Alfred Molina, Dina Eastwood and Lauren Bacall in her final film role.

[1] The film is produced by Michael-Ryan Fletchall and Craig Comstock, directed by Lawrence Roeck, and written by Carlos De Los Rios.

[2] Joshua Mason (Josh Hutcherson) is a troubled 15-year-old who is abandoned by his mother at a motel in Carmel-by-the-Sea in California.

A social worker, Vanessa Reese, visits the motel and discover that the boy has painted some amazing art on the walls, mirror and ceiling.

When one of the school's faculty grabs her by the arm to take her to the principal's office, Joshua climbs the fence and pulls Amber from the teacher's grip only to be confronted by two boys - one of them her brother Ryan, who thinks she's being harassed.

Joshua finds a large sea-side mansion and enters through a side door that's been left open, 'breaks' in.

While exploring the mansion, he finds an art studio with a painting that is half complete (being copied from a photo) and finishes it before falling asleep.

During a charity art benefit, Joshua meets a kind old woman named Anne-Marie Cole (Lauren Bacall).

Joshua attends a party that Amber is throwing and sees her in the arms of another guy but while confronting him, he is held back by Ryan.

He goes through her stuff and finds a forger's hammer and a newspaper clipping about how she was suspected of art forgeries.

Experience Media Studios acquired the unfinished film in early 2010, and completed it by February 2011.

[7] "Livin," performed by Ribsy's Nickel; written by Jesse Corona & Jason Williams; published by Ribsy's Nickel Music BMI[citation needed] The film world premiered as Carmel-by-the-Sea at the Arclight in Hollywood, California on March 9, 2011.