In 1972, the patients and doctors at Stephens Sanitarium were brutally murdered. Over forty years later, the only known survivor returns only to find the ghosts of the past have not been resting in peace.

Shug, a rich old man, throws out his longtime live-in mistress and moves in his young, sexy niece, who's just returned home after making a living as a stripper in New Orleans. The mistress doesn't intend to go without a fight, however, and while Shug tries to make peace between the two women, he doesn't realize that his niece has her own plans for him.

A student researching the German settlements of Central Texas unearths the grave of a reputed witch. The witch (who happens to be both beautiful and naked) rises from her grave and embarks on a campaign of seduction and murder against the descendants of her persecutors. It's up to the student to stop her bloody reign of terror-if he can resist the seductive powers of her evil beauty.