Leslie Lamont Salvador Ugarte is a disturbed transsexual woman who lives in isolation in a rural farmhouse, spending her days and nights immersed in the occult, grave robbing, and the eerie collection of female corpses she believes she could someday possess.
Late one night, young professor Alma Frost, along with three of her students, Lily Marcelle Bichette, Martha Kitty Lewis, and Roy Sanders Charles Pitts, are forced to pull their car off the road because a torrential downpour rages outside, driving them to seek shelter within Leslie’s unsettling refuge. Inside, Leslie’s mood flickers with a strange blend of hospitality and menace, and she fixes her guests a simple meal while quietly assessing them. Martha, who bears a striking resemblance to a woman who once worked in her mother’s doll factory—also named Martha—stands out to Leslie, evoking memories of a fire that claimed Martha’s life decades earlier and, more tragically, claimed Leslie’s own mother as well.
In a basement chamber, Roy discovers a small stage set with multiple lifelike female mannequins gathered around a goblet of fire. The room seems less like a guest room and more like a shrine, a place where Leslie performs her private rituals. When Alma arrives with the others, Leslie explains that this space is the core of a self-made religion she has crafted for herself, a belief system built around possession and rebirth. She then lays out a meal for her guests—sandwiches, coffee, and wine—two items she has drugged, turning the evening into a controlled, unsettling experiment. As they eat, Leslie quietly shadows their conversation, listening as Roy critiques Alma for his partner’s uptight demeanor.
That night, Martha and Roy slip away to a shared bed, sparking tension with Lily, who is assigned to a room with Alma. Alma, who harbors repressed lesbian desires, makes a tentative advance toward Lily, who declines but is nonetheless drawn into a charged tension. The interaction escalates as Alma presses on, and the two engage in a sexual encounter. Afterwards, Alma worries that she has been drugged, a fear that intensifies as the house settles into silence. Before long, Lily asks to remain in the room with Martha and Roy, seeking a sense of safety amid the strange atmosphere.
Meanwhile, Leslie tends to a frozen ritual in the basement, preserving a woman’s corpse while she communes with her dead mother’s skull. She berates her mother’s spirit, insisting that it has sabotaged her attempts to possess a living body, and she reveals a chilling motive: she murdered her own mother to prevent being committed to a psychiatric hospital. The plan she articulates is clear—she intends to reincarnate herself into the young Martha’s body, a transformation she believes will unlock her ultimate control.
In another part of the house, Roy goes downstairs to fetch more wine, with Lily following him. Inside the kitchen, Leslie strikes, strangling Roy unconscious with the blunt edge of an axe handle. Lily discovers the bloody tableau and is soon attacked by Leslie, who hacks her to death in a brutal, decisive moment. The screams draw Martha downstairs, where she stumbles upon the carnage on the stairs. Leslie presses her advantage, attacking Martha and then hypnotizing her with a pendulum necklace, bending her will to the dark ritual she seeks to complete.
Alma experiences a nightmare in which she is chained in Leslie’s altar room as the mannequins come to life and torment her. She awakens to find her students missing and her fear rising. In a basement chamber, Alma discovers Lily’s mutilated corpse, an evidence of the terror that grips the house. The confrontation between Alma and Leslie intensifies as they clash physically, and in the struggle, Alma tears away a prosthetic mask to reveal a shocking truth: Leslie is, in fact, a man scarred by severe burns. Alma flees into the forest, while Roy awakens in a locked cage, pursued by the relentless, gender-bending figure.
Leslie chases Alma through the woods to a graveyard, where Alma collapses under exhaustion and fear. In a climactic twist, Leslie’s body disintegrates in the graveyard, but her spirit successfully inhabits Alma’s body, reconstituting itself within a new vessel. Now possessing Alma, Leslie returns to the house and, with her earthbound power restored, seduces Roy, sealing her transformation and continuing her eerie, cannibalistic hunger for rebirth through others.