When high school science teacher, Mr.Hill, convinces his student, Kerry Johnson, and a group of her friends to go on an overnight field trip, they find themselves face to face with the darkest side of terror. Not even their worst nightmares will compare to what they encounter in the depths of the forest. Neither Mr.Hill nor sheriff could ever hope to save them from what lurks in the unknown.

A group of young mutants--humans with a genetic variation that gives them superpowers and makes them feared by the population at large--begin training at a school for heroes. Their studies are interrupted when they must rescue one of their number from a mad scientist who can enter others' dreams.