In the prologue, the film depicts a panicky man who, for unknown reasons, murders his wife with a shotgun. The main storyline opens with Jack and Stephanie, a bickering young couple, who are lost while driving through the backwoods. We soon learn that they are on their way to meet a marriage counselor.
After getting bad directions from a state trooper, the couple get into a car accident when they run over some spiked metal in the road, which Jack dismisses as discarded scrap metal; they find another car which has experienced the same fate, but the occupants are missing. Forced to proceed on foot, Jack and Stephanie find the gothic Wayside Inn, where they try to phone for help. At the inn, they meet the occupants of the other car, the engaged couple Leslie and Randy. Because the phones are inoperative, both couples are forced to spend the night at the inn, which is staffed only by the eccentric proprieter Betty, her creepy son Pete (who develops an instant attraction for Leslie), and the gruff caretaker Stewart.
After a tense dinner, in which personalities clash, the group is terrorized by a legendary local figure, the Tin Man. Armed with a shotgun, the Tin Man attempts to get into the Wayside Inn. The staff locks the Tin Man out, and he responds by giving them a message scrawled on the side of a tin can. The message declares that he will kill everyone in the house unless they give him one dead body by sunrise. The staff, blaming their guests for attracting the Tin Man's attention, attempts to lock them in the freezing meat locker, threatening to leave them there for weeks. A fight ensues, and the guests realize that there is a supernatural presence in the house when Betty is injured in the struggle and bleeds black fog.
The couples escape the meat locker, but are unable to leave the house, which assaults them with terrifying visions involving their worst memories. For Jack and Stephanie, the visions involve their daughter, who died after falling through the ice in a skating accident. For Randy, the visions involve his abusive father. For Leslie, the visions involve an uncle named Pete, who sexually abused her when she was a little girl; these visions are intensified by the similar lusts of Pete who lives at the Wayside Inn.
Confused by the visions, the four guests find themselves separated. Jack meets Susan, a young girl who has been held captive by the staff. Susan reminds Jack of his deceased daughter, especially after she claims to have been in contact with her spirit; Susan assures Jack, and later Stephanie, that their daughter is in a good place.
Emotionally tormented by the visions, stalked by the homicidal Wayside staff, and under constant threat from the Tin Man, all four guests succumb to the various pressures and start to turn on each other. Shortly after, they discover that the staff worships the Devil, Jack is split into two identical people; both seem to think of themselves as the "real" Jack, yet both bleed black mist when injured, making it impossible for anyone to figure out which is the real Jack and which is the doppelganger.
These couples almost escape when they are aided by Officer Lawdale (the same state trooper, who had given bad directions to Jack and Stephanie), but they are recaptured when Lawdale turns out to be working with the Wayside staff. Lawdale and the Wayside staff try to force the couples to appease the Tin Man by choosing one of themselves to kill. Past tensions initially lead the viewer to believe that Randy will resolve the situation by killing Jack, but he instead turns the gun on Susan. Jack deflects the gun but Susan is hit. Desperate to appease the Tin Man, Leslie and Randy kill each other.
Lawdale reveals that he is the Tin Man, and that he and the Wayside staffers are all manifestations of pure evil. Jack and Stephanie defeat their captors by channeling the energy of pure good that is flowing from Susan's dead body.
Finally able to escape the inn, Jack and Stephanie trek back to their car, where they discover their unconscious bodies, as well as the dead bodies of Leslie and Randy; they realize that their entire experience at the inn was nothing more than a shared out of body experience. As Jack and Stephanie wake up and are taken away in an ambulance, they are watched over by a resurrected Susan, who observes that their love for each other has been reawakened by the events at the Wayside Inn. As the couple ride off in an ambulance, Jack looks out the window to see Lawdale laughing at him from the front gate of the Wayside, with the caretakers watching out of an upstairs window.Michael Madsen as Tin Man / Fake Officer Lawdale
Reynaldo Rosales as Jack Singleton
Heidi Dippold as Stephanie Singleton
Julie Ann Emery as Leslie Taylor
J.P. Davis as Randy Messarue
Lew Temple as Pete
Leslie Easterbrook as Betty
Bill Moseley as Stewart
Paweł Deląg as Officer Lawdale
Weronika Rosati as Mrs. Lawdale
Allana Bale as Susan
Florentyna Synowiecka as Melissa Singleton
Lance Henriksen as Tin Man (voice)
The film's release date was pushed back to Fall 2008. It has received a rating of R for some violence and terror. The film was released to theaters on November 7, 2008, and to DVD on April 7, 2009. Lions Gate Entertainment purchased this film, as well as the production for Ted Dekker's novel, Adam.