The prosperous town of Antonio Bay, Ore., is born in blood, as the town's founders get their money by murdering a colony of lepers. But the truth of what they did is concealed from subsequent generations. More than 100 years later, Elizabeth Williams (Maggie Grace), whose family lives in Antonio Bay, returns just as a statue in tribute to the founders is to be unveiled. When a mysterious fog rolls in, Elizabeth and her boyfriend (Tom Welling) soon discover it has vengeful supernatural powers.