Reno secretary Madeline Clark (Lara Parker), on the lam after stealing $40,000 from her employer in order to run away with her boyfriend, Seth Lawrence (Michael Crawford), is overcome by exhaustion during a heavy rainstorm. Traveling on the back roads to avoid the police, she stops for the night at the ramshackle Woods Motel and meets the polite but highly strung proprietor Jeffrey A. Woods (Malcolm McDowell), a young man with an interest in taxidermy and a difficult relationship with his mother.
