Adrian Pasdar stars as Caleb Colton, a young and somewhat passive small-town guy in Oklahoma who has his eye set on a visiting mysterious boyish beauty named Mae (Jenny Wright). Caleb and Mae spend the night talking and flirting, but Mae has to make it home before the sun comes up, for reasons that aren't too clear for Caleb. Before the end of the evening, Mae bites Caleb on the neck, although she doesn't really drink his blood, setting forth a reaction in his body that makes him very strong and agile, fry up in direct sunlight, and crave human blood himself. Before Caleb can get home, he is “adopted” by his new family, a clan of immortals with the same condition he is in, although they aren't taking too kindly to Mae's decision to “turn” Caleb into one of them, especially since she must feed him from her own blood. Caleb doesn't want to kill other humans like the others, but to be part of them, he finds he must, because he can't survive on his own. Tensions flare in the group, as well as within Caleb himself, as to what the proper thing to do is. Lance Henriksen, Jenette Goldstein, and Tim Thomerson, and Bill Paxton get supporting roles. Kathryn Bigelow's debut as a solo director.