Seattle medical examiner David Krane is obsessed with solving his wife's murder. A possible solution presents itself in an experimental "memory" serum designed by a neurobiology professor, which has the ability to transfer memories from one person to another, but with potentially fatal consequences.

A couple of college students decide to sign up for pharmaceutical testing of a new allergy drug to make some extra cash for their spring break trip. They quickly discover their two week stay will not be as easy as they first believed and fight to save themselves from the grips of the facility.