A notorious bank robber kills his wife and flees the police, only to be captured by a mysterious group of figures in an abandoned town. His beautiful daughter, Lila Lee (played by the late Cheryl "Rainbeaux" Smith), receives a letter stating that Lila's father is near death and that he needs to see her. Sneaking away at night from her minister guardian (Richard (EATING RAOUL) Blackburn, who also writes and directs), Lila embarks on a terrifying journey to find her father that leads her to a mansion run by Lemora, a seemingly loving woman who cares for a group of gypsy children and a witch-like servant.