In 1950,Wilfred Butler runs out of his house and has been set on fire. He collapses in the snow and is believed to be dead. Years later, lawyer John Carter and his assistant Ingrid arrive in a small Massachusetts town. John meets with the town’s nobles, Mayor Adams, Tess Howard, Sheriff Bill Mason and Charlie Towman. John is revealed to be the lawyer of Jeffrey Butler, Wilfred’s grandson, and is trying to sell the Butler mansion for $50,000 by noon the next day. After a call to his wife, John is revealed to be having an affair with Ingrid. The two stay the night at the Butler mansion, unaware that they are being watched. After dinner, the two go upstairs to a bedroom to have sex. The unknown person walks in on them and kills them both. The killer calls the police and reveals himself to be Marianne. After Tess, who is the town’s phone operator, intercepts the call, she leaves her assistant in charge and goes to the Butler mansion. Marianne greets Tess, who is visibly frighten. She is knocked over the head repeatedly with a candle holder. At the same time, Sheriff Mason goes to the mansion, but stops at the cemetery. He sees the grave for Wilfred Butler to be empty and is struck over the head with a shovel, falling into the grave. Mayor Adams is called to go to the Butler mansion, leaving his daughter Diane at home alone. Not long after Adams leaves, a man arrives at the house and says his name is Jeffrey Butler, Wilfred’s grandson. Jeffrey says he found the sheriff’s car abandoned at the cemetery and “borrowed” it. After a brief conversation, Diane and Jeffrey go up to the cemetery to look for the sheriff. The two find that Wilfred’s grave has been messed with. The two go into town to Towman’s to see if they can find out what is happening. Jeffrey takes Towman to the mansion and leaves him there to go back and retrieve Diane. Jeffrey hits and kills Towman, who had been stabbed in the eyes. Diane’s suspicions of Jeffrey start to grow after this incident. The two enter the house and Jeffrey finds an old diary. The diary reveals that Wilfred had an incestuous relationship with his daughter, Marianne, and Jeffrey was the result. Wilfred turned the mansion into an asylum and admitted his own daughter. He soon regretted his decision and set loose the inmates. The inmates killed all the doctors and Marianne in the process. Jeffrey reveals that Towman, Mayor Adams, Tess Howard and Sheriff Bill Mason were inmates that stayed behind in town. Mayor Adams finally arrives to the mansion and finds Diane and Jeffrey there. Adams and Jeffrey hold each other at gunpoint, believing the other to be the killer. The two open fire, killing each other. A distraught Diane is greeted by Marianne, who is really Wilfred Butler. Butler went after John Carter, Mayor Adams, Tess Howard, and Sheriff Bill Mason to get revenge for his daughter’s death and used his grandson/son as a decoy. Diane grabs Jeffrey’s gun and shoots Butler. A year later, Diane takes one last look at the Butler mansion before it is destroyed by a bulldozer crew.