David Drayton (Jane) and his young son are among a large group of terrified townspeople trapped in a local grocery store by a strange, otherworldly mist. David is the first to realize that there are things lurking in the mist, creatures not of this world, that force David and the hostages to band together in a fight for survival. However he begins to wonder what terrifies him more: the monsters in the mist or the ones inside the store, the human kind, the people that until now have been his friends and neighbors?