Its been over a year since the Alaskan town of Barrow's population was decimated by a gang of vampires during its annual month long sunset. Riddled with grief over the death of her husband, bound by nightmares and void of all emotions beyond hate and sorrow, Stella (Kiele Sanchez) has spent the past months traveling the world, trying to convince others that vampires exist in this world.
Constantly feeling as though she is being hunted, Stella is well aware the impending threat on her life, the death of her husband Eben having taken from her her ability to feel emotions, leaving her feeling cold and empty inside. Following instructions from a mysterious man named Dane, she eventually ends up in Los Angeles.
One night, while giving a lecture to an audience of people with whom she hopes to convince that vampires exist and aware that they attend when she speaks, she activates overhead ultraviolet lamps that incinerate several of the vampires in the audience before the humans. She is quickly arrested and harassed by a man named FBI Agent Norris whom she quickly learns that he is a 'familiar' (bug-eater) one of the many thousands of human followers of the vampires all over the world, placed to keep their activities covered up. After they release her from custody with a warning to keep quiet about the existence of vampires, she returns to her hotel room to find three people waiting for her; Paul (Rhys Coiro), Amber (Diora Baird) and Todd (Harold Perrineau) who had been sent by Dane to collect her in order to hunt down the vampire queen Lilith, whom they are convinced once out of the way, the vampires will fall into more-or-less form of dormancy as she is responsible for their every move and for keeping them hidden, when Stella asks if she is responsible for the incident at Barrow and is notified that she was. She is taken to meet Dane (Ben Cotton) and is shocked to discover that he too is a vampire, though due to a superficially inflicted wound he has maintained a grasp of humanity, only drinking blood from packaged hospital stocks he keeps.
At first hesitant to join in on a plan to attack a vampire nest, Paul eventually convinces Stella to join them, telling her of his daughter being killed by one and his accusations of a vampire killing her resulting in a divorce with his wife.
The following day, the four of them find their way to a vampire's nest and they are ambushed by a group of them. In the attempt to flee, Todd is bitten and turns after they lock themselves in a cellar room. When Paul hesitates, Stella manages to kill him by smashing in his head with a cinder block. They decide to wait for night when the vampires go out to feed in order to make their escape.
After night falls, Dane comes and frees them, on their way out they capture a vampire. Taking him back to their base of operations, Dane interrogates the non-English speaking animalistic vamp with ultraviolet lamps, eventually following him back to another nest. They invade the nest and rescue a human they were using as a feeding station and with her memories of Lilith's lair aboard one of the ships on the bay they are able to plan an attack on her directly.
At Dane's place, Stella and Paul get intimate and have sex. Meanwhile, Lilith (Mia Kirshner) decides that Agent Norris should prove his worth to become a vampire (in order to cure throat or lung cancer he has been suffering from) and he bites the neck of a captive girl, named Stacey (Katharine Isabelle), drinking her blood until dead. Afterward she turns him to hunt Stella and the others.
Dane is killed when Norris arrives, and the others flee with the survivor from the nest, they travel to a boat yard and Jennifer points out the boat that they are set to sail to Alaska in for another 30 day feeding period. They tell Jennifer to leave and the three of them stowaway on the ship and discover that vampires can be resurrected after death if their corpses are fed human blood. They eventually confront the human captain who says he is doing this because they had threatened his family. Amber tells the captain that his wife and family are probally already dead when she is suddenly pulled away by someone from behind and kills the captain when she accidentally fires her gun. She is dragged through the decks and Stella and Paul are too late to save her from being eaten. They are quickly captured by Norris and Lilith who orders that they be bled dry.
Stella manages to free herself when they are alone with Norris and kills him by cutting his head off, but they are subsequently attacked by Lilith when attempting to sabotage the ship and Paul is killed. After being outmatched in hand to hand combat, Stella hides from Lilith and when the queen comes looking for her, Stella emerges from her tub of blood and manages to decapitate her. The other vampires appear, but seeing that she killed Lilith, they quietly stand aside and let her pass without a fight. Stella returns to Barrow.
A few days later, Stella digs up Eben's grave and recovers his body to feed him her own blood, it appears not to work and she lies down slowly dying from blood loss. After a few minutes, she sees Eben has returned back to his former health and she stands to greet him with a hug. As they embrace, the animalist vampire Eben pulls back her shoulder and his fangs come down on her neck killing her just before the screen cuts to black....