After a strange meteor destroys a communications satellite and crashes into Tampa Bay, a sickly looking fish finds itself the meal of a beautiful nightclub bartender named Val. Moments later, as the bar is closed and locked tight, the infected Val becomes ill and all Hell breaks loose. Hidden from the others, the parasite she has unknowingly eaten rapidly grows, bursting from her throat and becoming the puppet master for the chaos ahead. With no possible way to reach help or escape, the trapped club-goers must fight to survive and plan to destroy the creature before it is let loose into the world.

During the early 1980's two young couples, along with mysterious security guard become trapped in a warehouse amidst the zombie apocalypse.