| Director | Paul Solet |
|---|---|
| Budget | $5 million |
After two unsuccessful attempts to have a child, Michael and Madeline Matheson succeed the third time. They consult Madeline's midwife ex-girlfriend, Patricia, to function an unorthodox delivery.
One night, Michael and the unborn baby are killed in a car accident. Madeline does not want to begin induction of labor, so Patricia allows Madeline to carry to term. Although initially stillborn, the baby is miraculously alive. Madeline names the baby Grace.
Back at Madeline's house, Grace attracts flies because of her putrid scent. Madeline also realizes that Grace can't digest breast milk as she continues to vomit. While Madeline nurses a crying Grace, she realizes that the child is feeding from her breast that is bleeding.
Meanwhile, Vivian, Michael's domineering mother, wants to visit Grace, but Madeline does not want to answer her calls. She visits Dr. Richard Sohn, an obstetrician that she recommended. She convinces him to visit Madeline while looking to collect proof that she is an unfit mother.
Madeline continues to nurse Grace with her blood. Her blood loss weakens her to the point that she allows Dr. Sohn into her house. He hears Grace cry weakly and starts to her crib. Afraid that he will take Grace away, Madeline kills Dr. Sohn.
Vivian comes the moment Madeline finishes draining Dr. Sohn's blood into a baby bottle. After exploring the house, Vivian agrees to leave, but instead finds Grace in her crib, and the bottle of blood broken on the floor. Madeline tries to pursue her, but Vivian is able to grab Grace and flee, discovering Dr. Sohn's body in the process. Vivian arms herself with a hammer; Madeline confronts her, and Vivian beats Madeline unconscious, but not before Madeline rips out part of Vivian's throat with her teeth. They are discovered by Patricia, who sees Grace drinking from Vivian's blood.
Some time later, Patricia is driving a motor home through the desert. She pulls over and goes to the back to check on Madeline, who's nursing Grace. She asserts that as long as Madeline keeps eating the proper diet, they can continue feeding and raising Grace. Madeline informs her that Grace has begun teething, revealing her mutilated breast.