Tricia (Louisa Shafia), the prettiest girl in Mountain Glenn, is in love with Russell (Gregory Sheppard), the town hot-shot. Holly (Lynde Yamshon), a mysterious new girl, has stolen him away, luring him with illicit sex performed in cemeteries. When Tricia finally confronts Russell and catches him with Holly, sparks fly. It turns out Holly is an evil witch with demonic powers and her lust for sex is just a cover for her hunger for souls. She puts a trance on Warren (Joseph Paolini) so that he brutalizes Tricia and murders Russell.

Devastated by Russell's death, the town realizes a black cloud has consumed their peaceful village. No one has any answers to the series of deaths in recent months, but Warren's father, a superstitious man, suspects Holly and her family are the source of these tragedies. His warnings go unheeded.

Tricia is visited by a ghost and realizes she must find a way to clear Warren's name and save Russell's ghost-before Holly murders and consumes more souls...