| Director | Brett Pierce, Drew T. Pierce |
|---|---|
| Budget | $66,000 |
| Box office | $4.4 million |
In 1985, Megan arrives at the home of the Gambels to babysit their daughter Ashley. In the basement, she finds a creature feeding off little Ashley. Terrified, she tries to escape, but Mr. Gambel purposely shuts the door on her. Megan is presumed killed. A strange sign is shown on the door.
In the present, Ben Shaw comes to be with his father Liam as his parents are in the middle of a divorce. Ben lands a job working at the marina, where he befriends Mallory. He also notices Liam getting close with Sara, a co-worker. In the woods, Dillon, the son of Liam's neighbor Abbie, finds a tree with the same symbol seen at the Gambel house. He hears what sounds like Abbie's voice coming from the tree, calling to him before the real Abbie appears. They bring a buck home that they hit and that night, something crawls out of the buck's corpse.
Ben befriends Dillon. That night, Abbie goes to check on Sam in his crib. In his room, she hears a crunching sound and sees the window left open. In the crib she sees finds sticks wrapped inside a blanket and is then attacked. Ben later notices Abbie going into the forest with a child. At work, he learns that Dillon never showed up for sailing lessons. When he goes to Dillon's house, the father Ty denies having a son. Later, Abbie whispers something demonic in Ty's ear that makes him bleed. She then takes a shower and her body starts to decay.
Ben is suspicious and reads about a witch that is known for possessing people and taking children. He goes into Abbie's cellar and finds a picture of the family, along with a picture of Mallory and her sister Lily, making him realize that the witch is after Lily next. He rushes to save Lily, but is too late, as the witch has pulled her into her tree, leading to Mallory forgetting Lily. While Ben is with Sara, he notices flowers decaying, and realizes she is possessed by the witch. When she tries to attack, he slashes her arm, but the witch makes it look like he attacked Sara for no reason. He is taken into custody. The officer driving Ben to the station instead attempts to drown him at the beach until a dog attacks. The officer shoots the dog and then himself as he realizes that something is controlling him to kill Ben. Meanwhile, Liam finds the dead bodies of Ty and Abbie at their house. Sara sneaks up to stab Liam but Ben arrives and shoots her. The witch crawls out of Sara's corpse and goes after Ben, but he takes Liam to safety as their house burns down. Ben then remembers that he has a little brother, Nathan. All this time, the witch had made him forget about Nathan.
Ben and Mallory go to the tree to rescue their siblings. As Ben rescues Nathan and Lily, Liam arrives and rams his car into the witch. Later, Ben and Mallory kiss goodbye, and she puts a flower in his hair before leaving to give sailing lessons. Ben notices the flower is fake, revealing that the witch is alive and is now possessing Mallory, who is alone with three children.