The film starts out with Kale (Shia LaBeouf) and his father fishing in a river. As they drive home, they get into a car accident, killing Kale's father. A year later, Kale becomes agitated over his Spanish teacher's remarks about his father and punches him in the face, because of this, Kale is sentenced to three months of house arrest.
Deprived of TV and music, Kale becomes a voyeur and starts watching his neighbors with binoculars, especially the attractive girl next door, with his best friend Ronnie (Aaron Yoo). He spends his days in his yard or in his room secretly watching his neighbours. Kale also becomes increasingly friendly with his pretty new neighbor, Ashley (Sarah Roemer).
Kale hears a TV news report saying that the local police are looking for a serial killer who may be driving a blue 1960s Ford Mustang with a dented side and who may be from Austin, Texas. When Kale observes another neighbor, Robert Turner (David Morse), backing just such a car into his garage, he becomes suspicious.
Both Ashley and Ronnie, are at first skeptical, but gradually become involved in Kale's suspicions, when they spy a female visitor at Turner's home, who dances in front if him, and appears to be killed by him. The three arrange to break into his car, and eventually his house, in search of clues. Bothered by their interest in him, the suspected killer confronts Ashley and Kale, requesting respect for his privacy.
By the time they have proof that he is the serial killer, they have placed themselves and Kale's mother, Julie in grave danger. When Julie goes over to Turner's house to convince him not to press charges against Kale, Turner knocks her unconscious. Turner attempts to tie up Kale, but he escapes and goes to Turner's house to search for his mother. He finds her, and the two kill Turner in a struggle. Afterwards, Kale is released from the rest of his time under house arrest for what is referred to as "good behavior".
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