Gil Garcia is at the end of his life. Wounded and bleeding in a church confessional, he tells an unsuspecting Father Wade his tragic story. At a young age, Gil's father takes him to America in search of a better life, forcing him to leave the girl he loves in Mexico. Orphaned shortly after arriving, Gil is taken in by his father's only friend, Dustin, who raises Gil along with his own son, Rod. Fifteen years later, Gil & Rod have yet to find their way in life, still living at home and playing basketball on the streets for money. When cancer overtakes Dustin, they are faced with a funeral bill they cannot afford. Desperately searching for a solution, Rod suggests kidnapping for ransom. Gil knows of the perfect person: a woman married to a wealthy man who would never risk the life of his loved one for the relatively small amount of money in question. But Rod doesn't know the whole truth - the woman is Desdemona, Gil's childhood love from Mexico.

Kate Bowman (Jocelin Donahue) is an average social worker who, after the sudden death of her twin sister, is investigating the mysterious deaths of other people who died in their sleep. Shortly before their deaths, the victims all reported a supernatural force that appeared to them while they were suffering from sleep paralysis. When Kate investigates further into the case, she opens herself up to the creature's wrath and soon finds herself and her family suffering from an ancient evil.