Six fourteen year old kids skip school to play in the woods, but some hot rodding on a stolen moped changes the fate of their day. They crash into Peter, a disheveled drifter, who is delighted to have a group of children to hang out with. First he gains their trust by joining in their games, but then his behaviour begins to change. Peter uses what he has learned about the kids against them - bullying the alpha boys, belittling the weaker ones and saving his worst for the only girl of the group. The gang realize too late they are being held prisoner and when Peter acknowledges he has gone too far, things really start to get scary.