When an old house in a small town is razed to make way for a shopping mall, the crew unearths four unmarked graves. A professor from a nearby university is asked to find out who the bodies are, but when she and her students arrive in town and begin to ask questions, they discover that no one wants to talk to them or help them in any way.

On Mayday 1998 in the town of Dunwich, Massachusetts, Elizabeth gathers together a group of specially selected friends for a rather odd party. It turns out that she is the descendent of a malevolent witch named Lilith who was burned at the stake precisely three hundred years ago. Now Elizabeth hopes to resurrect her dreadful ancestor and has a specific (and murderous) need for the guests she has chosen