After a college art class in which students are required to draw a nude model, Ilene (Robin Sydney), encounters one of the students, a young man named Caleb (Marc Senter),  who starts to awkwardly chat and walk her home.  

On the way, Caleb makes bizarre small talk, culminating in a bizarre goodbye on her front steps in which Caleb makes a strange request.  Ilene complies and Caleb runs off.  At home, Ilene lives with her three super hot roommates: Helen (Eryn Joslyn), pretty, with a hint of retro cool sophistication, Mary (Carlee Baker), prim and curvy and JILL (Eve Mauro), freewheeling and raunchy.  

Caleb returns to his home where he lives with family- Palmer (Damian DeKay), his older brother; Fred (Justin Stone), a spastic middle brother and SIR JIM (Frank Birney), an older wheelchair-bound man dressed in a military-style uniform, circa World War I with an IV bag and needle running into his arm.  Palmer berates Caleb for being late.  It's clear who’s the "master of the house."  

The next morning, on their trip to spend the weekend at an isolated cabin in the mountains, the four girls have a run-in with three weird country bumpkins at a roadside gas station.  Here they encounter Cyrus (Mike McKee), Runt (James Brown) and Half Idiot (Luke Y. Thompson).  The girls have some fun with the guys.  

After arriving at the secluded cabin, the girls enjoy an afternoon of some skinny-dipping.  That night, while the girls are relaxing, Caleb, Palmer, Fred, and Sir Jim unexpectedly show up, prepared to party hard.  When the men try to take advantage of the girls, things get tense and violent.

Just before midnight, Jill has lost her clothes, Palmer has lost his eye, and Caleb has lost his life.  Sir Jim puts an abrupt halt to the chaos by firing his pistol and restoring order.  

Before Palmer can blind Mary with the gleaming point of his knife an eye for an eye Ilene makes a break for the door and escapes into the dark woods.  Fred pursues her, subdues her and pummels her to death with rock.  Bloodstained, Fred returns to the cabin to find Palmer forcing Mary to perform a lewd sex act on Sir Jim.  Unable to complete the disgusting task, Mary makes a mad dash outside and, again, Fred gives chase.  

That same night, two cops, Jake (Tim Thomerson) and Ray (Michael Esparza), explore the confines of a basement crime scene.  Jake is the grizzled veteran detective and Ray, the rookie.  They stumble upon a strange ritualistic altar, gold coins and some human teeth.  Jake puts on a pair of infrared goggles that illuminates traces of DNA.  The altar gives off a phosphorescent glow providing evidence of extensive bloodletting.  

Suddenly, a corpse swings down from the ceiling.  Jake and Ray react instantly and unload their pistols into the lifeless form, running from the house.  

It is reveled that they have been exploring the basement of abandoned girls' home.  A newspaper clipping with the cabin's location sets them off on the next phase of their investigation.      Back at the cabin, the chiming grandfather clock nears the witching hour.  Upon the fateful stroke of midnight, the tables are shockingly turned.  

Some cosmic switch has been flipped and the girls become supernaturally powerful as the guys fear for their lives!  In the forest, When Fred finds Mary hiding in some underbrush; he no longer finds a vulnerable young woman but something terrifying and bestial!  

He runs for his life, back to the cabin to find the other girls transformed and facing off against Palmer and Sir Jim.   

Suddenly, there's a knock at the door.  It's Runt and Half Idiot!  As the cops, Jake and Ray, race into the pitch-black rural back roads toward the cabin, things are only beginning get wicked!

Starring: Carlee Baker, Eryin Joslyn, Eve Mauro, Robin Sydney, Marc Senter, Tim Thomerson, Michael Esparza, Justin Stone