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In the rural American south during the depths of the Depression, two children watch as their principled father takes a stand against intolerance.

Donna Trenton is a frustrated suburban housewife whose life is a turmoil after her husband learns about her having an affair. Brett Camber is a young boy whose only companion is a Saint-Bernard named “Cujo”, who in turn is bitten by a rabid bat. Whilst Vic, Donna’s husband is away on business, and thinking over his marital troubles, Donna and her 5-year-old son Tad take her Pinto to Brett Cambers’ dad’s car shop… the car fails, and “Cujo” is very, very sick…

After the murder of his beloved wife, Danny Parker (Val Kilmer) is set adrift in a world where nothing is as it seems. On his journey he befriends slacker Jimmy the Fin (Peter Sarsgaard) and becomes involved in rescuing his neighbor Colette (Debra Kara Unger) from her own demons. Danny is antagonized by undercover narcotics agents (Anthony Lapaglia and Doug Hutchison) and sadistic dealer Pooh Bear (Vincent D’Onfronio).

Traveling raccoon con artist, RJ (Willis), arrives in a woods outside a human city in the Midwest, excited about the wonders that living near humans can bring hungry animals. What he finds, however, is an Amish-like community that is deathly afraid of humans, after their leader, Vern the tortoise (Shandling), has an encounter with human boys that terrifies him. Encouraged by RJ, however, the animals slowly venture over the hedge that separates them from the brand new suburban development that appeared over the winter while they were sleeping, and what RJ shows them is a whole new world where humans leave tin cans full of fish and other food in big canisters, ripe for the taking. As they get closer and closer to humans, however, their comfortable lives in the woods appears to be threatened…