The film begins in a greyish colour at a war zone with troops advancing under enemy fire. The commander gives the order to advance through a smoky forest and the main character's friend, Matthew, gets hit by grenade. As they head through, he runs to him but it's too late and he dies in front of him. The gunfire fades out and so does the scene.
The next scene is in normal colour and present day in front of the commander. The main character, Mark looks shaken up and the commander tells him he's in no state to continue his service and to go home and spend time with his girlfriend while he gets over losing his friend.
Since after his friends death, Mark had been experiencing flashbacks of him and he imagines he's having conversations with him regularly. This false representation of Matthew tells Mark his girlfriend, Lisa, is cheating on him. He tries to forget about it but he himself has been noticing she has been acting different since he's returned from war.
He finally confronts Lisa and she admits to cheating on him with one of his best friends, Thomas while he has been away at the army. It's at this point he storms out the room and heads upstairs to pack his bag. He begins by just packing his clothes but on later inspection notices other stuff such as rope and knives. This is when Mark says out loud, “ What, I didn't pack these!” and Matthew speaks to him and says, “I know, I did”. He tries to remove them but eventually, after they keep reappearing he leaves them, as it is no use.
He leaves the house and pushes his girlfriend out of the way as she tries to say she's sorry. He yells “It's over” before slamming the door.
The next scene shows her on the phone to Thomas warning him and telling him to watch out because Mark knows and he's not himself. Thomas hears something while on the phone and turns round to his fridge/mirror and finds a note saying “that's the problem with best friends, they know all of your fears. Scared of the dark?”. After he reads this the lights go out and he hears running. The door shuts before power returns.
Scared and on the phone to Lisa the whole time, Thomas tells her what he has witnessed and only Mark knows about his embarrassing phobia of the dark. Lisa rings Mark and confronts him about it, this where he tells her he's been sleeping while this has been going on and hasn't been anywhere near Thomas before hanging up. He goes back to sleep and has a weird dream with him and Matthew in it. In the dream, Mark and Matthew plant a letter in Thomas' house before turning off the light and rushing out through the front door. Matthew talks to Mark and Mark tells Matthew all about how he's struggling to cope. He tells Mark, “Thomas will pay, I'll see to that”. Mark then wakes up and finds the words “Die. Suffer. Pay” repeatedly carved around where he was sleeping and looks at his hands to find them bloody/muddy ( this depends on location as to whether he sleeps in a house or sleeps rough in the wilderness).
Stuff like this continues to happen until Thomas becomes enveloped in fear. When a final note says, “I'm coming for you soon”, seeing this he runs from his house only to be ambushed in an alleyway and suffocated with a bag until he passes out.
He regains consciousness and is tied up in his own bathroom where Mark, with a slightly different darker voice says, “Scared of drowning too, wasn't it?”. He looks over to see a bath full of water and Mark laughing. He looks terrified at this point and begs him to stop, but Mark just laughs harder and says, “Let's see how long you can hold your breath for?”, before dragging him over and pushing his head under water. At this point, Lisa runs in and pulls him off. He turns to her, and he says, “Oh god Mark, what's happened to you?” before backing away. He throws her to the floor and she hits her head, losing consciousness. He then moves back to Thomas, who is coughing and spluttering, and hits him in the side of the head knocking him out.
The next scene shows Thomas looking out of the car boot as it is opened, and Mark drags him out. He sees a forest and Lisa tied, and on her knees blindfolded. He is forced on his knees next to her. Matthew says, “Since you had no problem choosing between me and her, let's see how easy it is for you to choose between you and her. One of you dies”.
Thomas manages to break free and hits Matthew who falls to the floor. He then frees Lisa and they run through the forest away from Mark. He catches them up and pins Matthew to the floor, hitting him over and over again. Meanwhile, Lisa is screaming “Stop it! This isn't you!”. He has memories of the four of them (Him, Lisa, Thomas and Matthew ) This somehow seems to wake Mark and he releases Matthew. As he does this, Matthew screams at him, “Finish this, finish it you coward! If you don't I'll get them when you're sleeping , you can't stay awake forever!”. He replies with, “I know” and we see him walk towards an edge by the river. We see Lisa watch him, then look to Mark to check he's okay. We hear a splash , and when the camera pans Mark is gone. The film ends with the camera cutting to the side of the river where Mark has been washed up. It ends on a close up of his face and his eyes fling open, where he gasps before it ends.
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