After receiving a sporting boat for his birthday, aimless stoner Kevin wastes no time in loading it up with buddies and beers and heads off for a weekend of partying. There carefree mood is soon cut short as they watch in horror as Kevin is attacked by a shark - the others can only look on in horror as he is devoured in the churning red waters of the pacific. They turn the ship around to head for port, but the sun dips below the horizon, the ships engine fails and an eerie blanket of fog rolls in, veiling the stars. When morning comes they find themselves drifting in open water with no land in sight. Panic and bitter rivalry threaten to tear the group apart as a series of bizarre paranormal events slowly reveals the ship's horrifying past - forcing it's young crew to each face their own worst fears.