Based on the H.P. Lovecraft short story, The Whisperer in Darkness. A local hermit, Henry Akeley, discovers a race of aliens living in the rural Massachusetts mountains. After an historic flood, the reports of strange bodies floating in local rivers caught the attention of mythology professor, Albert Wilmarth. His curiosity leads him to meet Akeley under strange circumstances. With repeated attacks by the aliens and Akeley`s increasing insanity, it is brought to a horrible climax.