After the mysterious death of his daughter, teacher David Lankstrom battles depression with meditation. His normally peaceful seclusion is suddenly destroyed when he finds himself in a different dimension. In that unfamiliar place he becomes a witness to the murder of a child at the hands of a demonic changeling. Disturbed by his visions, but convinced that they are only a product of his imagination, David continues to meditate and witness ungodly events. When David recognizes one of the children as a student of his and then is assaulted himself, he comes to the frightening realization that what he is seeing in his meditation is real. Sara Walker is a shy, soft spoken sixteen-year-old who had been haunted by terrible dreams. After a particularly brutal nightmare she wakes up only to find herself in a place that can only be compared to hell. When she encounters a small boy, Sara is compelled to care for and then protect the child from the demons who roam the vast nightmarish realm.