Matt (Patrick Muldoon) is haunted by the death of a girl from a car accident he caused years ago. Matt was drunk and as he reached for the car radio, he struck the girl as she crossed the road. The guilt that he feels has altered his sense of reality, making Matt's life a mystery full of shadows and phantoms. Now, years later Matt goes away for weekend with his new girlfriend Dawn. After a wild session of lovemaking, Dawn goes for a walk. While she is away a strange man with an axe comes into the motel room and attacks Matt. After that incident Matt goes into the woods, looking for Dawn. There he encounters Dawn's family who tie him down and put him on trail for the murder of the girl years before. They find him guilty and he is sent back into the forest to be hunted down by the family. The deeper Matt runs into the forest the farther his mind is lost to the Blackwoods.