Kate (Catherine Hickland) is driving alone down a highway in Riverton, Arizona after having left her fiancé at the altar. While driving, she hears the noise of horses galloping outside her car, but sees no one. After pulling onto the side of the road, she is whisked away in a dust cloud and disappears.
Sheriff Langley (Franc Luz) is dispatched to Kate's abandoned car, found later that day. While pulled over, a man on a horse rides by and shoots at him. Langley exits the car, and a stray bullet hits the car's gas tank, causing the vehicle to explode. Langley wanders by foot, stumbling upon a ghost town off the main road. After falling asleep in an empty building, he awakens the next day to various apparitions that appear to be linked to the town's past. He meets a barmaid, Grace (Penelope Windust) and a blind gambling dealer (Bruce Glover), as well as a blacksmith and his daughter, Etta.
Meanwhile, Kate is being held captive by Devlin (Jimmie Skaggs), a zombie-like outlaw who has control over the town through a pact he made with Satan. Devlin terrorizes the souls of the town's residents, and kills both the blacksmith and Etta after they confide in Langley. Upon discovering his modern gun to be ineffective, Langley is given an old revolver by Grace, and finds that he is able to kill Devlin's henchmen with old bullets.
After finding Kate, Langley is hunted by Devlin's henchmen. The two hide in the abandoned church, which Devlin and his henchmen light on fire. However, Kate and Langley escape. Outside, Langley has a shootout with Devlin, during which Langley effectively destroys him. As he and Kate leave, the souls of the town's residents look on with approval, and the town disappears behind them.
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