When the Sleepy Hollow Heights Horror Club learns their local grindhouse will be shut down, they plan a 24-hour horror-movie-marathon as a last-ditch effort to save the theater. Unbeknownst to them, a derelict called The Phantom will stop at nothing to keep the meddling kids from ruining his sanctuary - and things go from bad to worse as The Phantom falls for the girl of his dark dreams.

Four geeky friends seeking to lose their virginity go on one last summer adventure after they find out about a very gross and curious rumor they must investigate.