After a long night of burglaries and back road motorcycle rides, Trixy Grey and Clinton 'Zed' Zedock rendezvous at a luxurious safe house before hitting the road to freedom.

Taylor, a former juvenile delinquent, convinces straight-'A' student, Cammi to join her and her friends on a Spring Break road trip through the California desert. Ignoring evil premonitions from Cammi, the 8 friends party heavily as they get farther and farther away from civilization along old Route 66 with a killer in pursuit. Anxiety builds as each stop along the way proves stranger and stranger until the group is lured to an abandoned amusement park with a mysterious past far off the main highway. There the group discovers that the park comes complete with broken down vintage carnival rides, shocking surprises, the smell of death, and an enticing, young tattooed serial killer named Spider.