After Los Angeles housewife Lori Brandon, Pamela Franklin suffers a stillbirth, her husband Frank Brandon, Michael Ontkean obtains a job in the advertising division of a toy company in the northern California town of Lilith. On the way, they witness a violent car accident: an oncoming vehicle swerves off an embankment, killing the female driver Jennie. When their own car runs out of gas, Frank walks toward town while Lori waits, wandering into a field and discovering a gravestone beneath a tree where she experiences a surreal vision of a young boy’s funeral.
Upon arriving in Lilith, Lori and Frank share dinner with his new boss, the eccentric Mr. Cato, Orson Welles, who hints that Frank’s job will involve magic and presents Lori with a grimoire as a gift. Priscilla, another of Cato’s employees, mentions Cato’s dead son Timothy, whom he believes is merely “resting.” Lori also learns that the house they moved into had previously been rented by Jennie, the woman who died in the accident, a detail that unsettles her about the town’s strange history.
Lori grows increasingly uneasy as she witnesses the power Cato holds over Lilith—owning all the town’s businesses and guiding its young residents who seem unusually drawn to occult pursuits. Cato explains his lifelong pursuit of necromancy, the art of raising the dead, and he claims to have been unable to achieve it—until he believes Lori might hold the key between life and death and could help him revive his son Timothy.
At a party, Lori discovers that the gathering is a formal initiation into Lilith’s coven, a ritual she refuses to join. The next day she experiences an apparition of Timothy that lures her into the basement of her own home, where she is attacked by a swarm of rats. Later, Priscilla and Dr. Jay, another coven leader, reveal that Lori is meant to take Timothy’s place during a necromancy ceremony. Terrified, Lori tries to locate Frank when he fails to come home from work. She phones Nancy, Sue Bernard, who is in the midst of an affair with Frank, and Nancy lies, telling Lori that Frank has returned to Los Angeles.
Priscilla later calls Lori, claiming she wants to leave Lilith and hints at confidential information about Frank; Lori discovers Priscilla drowned in a creek in the woods before their planned meeting. After a sequence of hallucinatory episodes, Lori stumbles upon the necromancy ceremony at Timothy’s grave and is buried alive in exchange for Timothy’s revival.
Lori awakens to realize the events were not a simple nightmare. Frank consoles her, but she quickly grasps that what she experienced was a premonition—an eerie déjà vu—that hints at a future drive to Lilith with consequences not yet faced. In the quiet aftermath, the sense that something ancient and ominous remains rooted in Lilith hangs over them, inviting a deeper look at the town’s occult undercurrents and the fragile boundary between life and death.
