Stephen, Ann, David, and Tiffany - four old friends from grade school - reunite in their small hometown to attend the funeral of Robert, a fifth childhood friend, who mysteriously died in an old cave they used for a fort as kids. Authorities claim it was heart failure, but as athletic as their buddy was, the friends find that highly unlikely. Over the week they are on bereavement leave, the friends snoop around their old childhood haunt looking for anything that might better explain his death. They soon uncover a strange force behind Robert's untimely demise - as IT finds its way to the surface of THEIR minds. It arises out of a dark place from which they can't run, from which they can't hide. It arises from their memories. Whether it is their own memories or the memories of something else is a mystery that the four of them may never want to unravel. After all, some memories are