It's graduation weekend, and Sandy Channing, the popular class president of her small-town high school, should be enjoying the time of her life. But when her friends start disappearing, Sandy discovers they have unwittingly awakened the vengeful spirit of a girl they wronged long ago. Fighting for her sanity, Sandy must unlock a dark secret from her own past before it's too late.

Three friends - aided by one of the residents - start a night club in a retirement home, after taking a job there working the night shift to put themselves through USC.

The film centers on an edgy midnight talk radio host who solves people's moral dilemmas. When a mysterious caller reveals that Paul and those closest to him are trapped in a deadly game, the night won't end before terror strikes and shocking secrets come to light.