After a series of unsolved murders, the town prepares to begin its annual Halloween festivities, but still grief stricken from the tragedy, Alice attempts to join the celebration and is put on a path crossing with eccentric artist Yuri, a graduate student investigating the murders and the town misfit, Scary Jay, who is plotting something sinister. Meanwhile, in a nearby creek something is growing into a fleshy abomination that will turn this into a night...mare to remember.