A divorced writer from the Midwest returns to her hometown to reconnect with an old flame, who's now married with a family.
Charlie Baxter, a struggling screenwriter, is searching for accommodation in a rundown mansion somewhere in the isolated mountains above Malibu. An expressionless and creatively bankrupt young man who rewrites exploitation sci-fi / horror scripts for a living, he takes a room in the mansion and learns of the mysterious doctor residing in the room above his own who dabbles in strange experiments. As he learns more about the circumstances of the doctor and the history of his landlady, her autistic daughter and the strange lodger across the hall, Baxter is inspired to write his long blocked "great American Screenplay". Working furiously, Baxter suffers a heart attack, and staggers up to see the doctor for treatment. He passes out immediately, but awakens a cured man. But at a terrible price.
A meteor carrying an unknown infection, lands outside a Small Californian community, bringing terror and death. Just after midnight, a local rancher named Larry Jenkins discovers the meteor and calls the police. Inspector Bardo is sent to the scene to investigate. The small Lawton police department is short-handed, as it is the night of the high school prom. Arriving at a desolate forest road miles out of town, Bardo discovers that Jenkins has been infected by the alien organism. The officer is savagely attacked and infected. Both men head towards Lawton, terrorizing and contaminating everyone they encounter. Meanwhile, Cheryl and Timmy have left the prom and are parked atop Lover's Lane. Bardo comes upon the lovebirds and attacks them, infecting Timmy. Now Cheryl must run for her life through the pitch-black forest, escaping her pursuers and trying to reach the authorities before the infection spreads to L.A.
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