In April 1907, Charles Bardmann (Crispin Glover) – an out-of-work journalist from San Diego – moves his family by train to the town of Upperton in Guayma County, South California, where he takes up the job of local general store manager. He soon meets Victor Schenk (Robert Carlyle), his neighbor and fast friend, a man who tells Charles stories of terror from decades past, namely of his father's experiences with supposed 'disturbed' supernatural forces outside the town in the late 1870s. Not wanting to upset his wife Alice (Linda Hamilton), Bardmann puts aside all thoughts of Schenk's stories and quickly takes to his new job, earning enough to get the family by surprisingly well, while also earning him a good measure of respect among the townspeople.