A disaster at a military base releases a toxic gas on a small town, turning anyone exposed to it into ravenous flesh-eating mutants. A small band of survivors, including a one-legged stripper and a duplicitous bounty hunter, fight their way through the hordes of monsters threatening to overrun the town. Sci-fi thriller, paying homage to low budget B-movies of the 1970s, starring Rose McGowan, Freddy Rodriguez and Josh Brolin.

Two doctors find their graveyard shift inundated with townspeople ravaged by sores. Among the wounded is Cherry Darling, a dancer whose leg was ripped from her body. As the invalids quickly become enraged aggressors, Cherry and her ex-boyfriend El Wray lead a team of accidental warriors into the night.