After finishing a strict and traumatizing education at a Jesuit seminary, young Roberto is offered a post by the priest of his village: The local count is looking for a new teacher for his 8 year old niece, Flora. Roberto accepts the post and soon finds himself traveling to the remote estate of the count by the seaside which is taken care of by the old housekeeper Mrs. Antonia. 　　In the beginning, everything is well but with the arrival of Flora"s elder brother Mikel who has been expelled from school, things start to get disquieting. In his attempts to find out why Mikel was expelled, Roberto soon unearths unsettling secrets - about himself and about Cristina, his deceased predecessor and Pedro, a former servant of the count who now seems to lurk within the dark corridors of the mansion. Could it be that these two sinister beings are trying to get back to life by the souls of the children?