In this Sci-Fi, horror, movie, David sees a storm while painting a movie poster. David hides in the basement with Stephanie and Billy. David’s studio window collapses. David must start the poster from scratch the next day after the storm destroys his painting. Stephanie tells him the tree was special and tied to David’s memories.
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Billy informs his parents that a tree damaged their boathouse while David discusses house repairs. David leaves to discuss the old tree that destroyed their boathouse with Norton.
After their boathouse is destroyed, David calls Norton for insurance information. Stephanie advises politeness. Norton’s storm-damaged car depresses David. Norton asks David for a ride to the store after he leaves. Billy, David, and Norton ignore many military cars following CMP to the store, assuming their lights are out.
David suggests Billy go with Norton while he fails to call Stephanie at the store. Sally tells David they can only freeze food due to an energy crisis when he returns to the store. David returns to Norton, who criticizes Stephanie’s handwriting. Norton leaves thanking David. Billy thinks his father and Norton are friends again.
Three military recruits enter the store while Billy talks to Mr. Reppler. After a while, David notices that Norton is shocked to see a military officer arrive and tells the three freshies that their vacation has been canceled for unknown reasons and orders them back to the base. Klaxons scare store patrons after police and fire trucks speed by.
Dan runs to the store bleeding. After being saved, Dan warns everyone about the mist. A man screams in the mist after listening. Billy asks his father to hold him after hearing screams. Earthquakes shake everything. Dan suggests staying inside, and Norton and Bud, the store manager, agree. After hearing this, a woman panics, saying she has an eight-year-old daughter at home taking care of her younger brother, and she asks everyone for help, but no one does.
Everyone returns to save themselves after she vanishes in the mist. David says his son is scared while sitting with Ms. Hattie, Mrs. Reppler, Amanda, Ollie, and Sally. Ollie is calm and has never seen Dan act like this when asked about Dan. David gives Billy to Ms. Hattie and checks the back generator. After discovering the generator is backing off, David turns it off but gets hurt returning to the store in the dark. Amanda hears Mrs. Carmody say Judgement Day is coming because of their sins, but no one listens.
David hears thrashing while opening the door. He rushes to the store and alerts Ollie, Jim, Myron, and Norm. They investigate David’s report. David tries to persuade Jim, Myron, and Norm to let the door-thrasher in. Jim mocks David’s film career. After David quits going out, Ollie calls him a coward. After the door opens, Norm and Jim taunt David, but several huge tentacles grab Norm’s leg.
David and Ollie save Norm, but the tentacles swallow him. Ollie and David close, releasing the tentacles. David beats Jim for Norm’s death after Jim apologizes for doubting him. Ollie calms David while Jim and Myron are ashamed of their mistake. After recovering, David forbids Myron and Jim from discussing Norm. Ollie suggests David inform everyone after they leave to prevent them from leaving. David says he’s not sure he saw it, so convincing people will be hard.
David reassures Amanda and asks her to stay with Billy when he leaves the store. David tells Myron and Jim they must tell the public about the incident because they are in deep trouble. Norton is their first newbie. Norton accuses David of bullying. Norton claims he sued David and will mock him while others support him. David shows Norton the tentacle he cut to prove he won’t risk his son’s life for Norton’s mistake. Norton sues again.
David tells Ollie and everyone that Dan was wrong about the mist and that its tentacles killed one of their friends. David suggests Bud check out the tentacle piece in the back while everyone laughs at him. Bud and others examine the tentacle, which rots and becomes liquid when touched with a stick. Bud brings bad news.
Amanda then requests a bathroom break while Ms. Carmody prays. Amanda tells Ms. Carmody that she is afraid and offers her friendship if she needs to talk. Ms. Carmody insults Amanda for her offer by saying she has God as a friend and leaving. Norton divides the people into two groups, one helping David and the other rescuing themselves, claiming the evidence is reliable.
Ms. Carmody manipulates people by reading Good Book verses and claiming Israelites believe in one God and that human sins caused this end. People ask her to keep quiet for their children, but she says children must be afraid of the lies they have been hearing and lists all the reasons humans should be punished.
Amanda slaps Ms. Carmody for saying God wants blood for sins. She claims monsters will kill someone else at night. Ollie agrees to silence until then. David consoles his son, who misses his mother. After a while, an old man asks Bud if their store has a gun, and Mr. Cornell says he has one in his truck parked nearby, but David won’t let him get it.
Amanda displays her never-used safety gun. Ollie fires, claiming state champion status in 1994. David and his friends leave the store. David tries to convince them not to do this, but he doesn’t listen, so he asks him to wrap a rope around his back to find the mysterious creatures.
Another man helps David deny it. Norton denies the mist’s contents. David, Ollie, and others keep losing the rope after Norton and his friends leave, but the man gets attacked and returns to the store half-eaten. Carmody warns. Wayne approaches Sally alone in a locker room. Parents worry them. After questioning Wayne about never asking her out, Sally stops kissing him. David, Ollie, and Bud illuminate after dark.
Bugs hit the storefront glass at night. After the man warns everyone, the bugs attack. Bugs enter the store through broken glass when creatures attack them. Sally kills a bug, but its poison swells her neck, killing her.
David and Amanda fight while Ollie shoots the flying creatures. Billy panics and Hattie calms him. Ollie kills an injured flying creature while David saves Billy.
Joe burns while they kill all the bugs and creatures. Amanda’s conversation with Ollie leads David to sad Joe. David tells Joe not to kill himself with Ollie’s gun.
David and Ollie then tell Jim and the others to visit the nearby pharmacy and suggest taking Irene because she knows where the medicine is. Amanda asks Hattie for a favor and discovers she committed suicide by poisoning herself. Hattie’s death sends Amanda to David and his friends.
David and friends hide Hattie’s body and leave. Amanda thinks it’s immoral to leave everyone behind, but Carmody, who manipulates people, convinces her. David says they don’t know how many she sacrificed.
David tells his son he’s going to the pharmacy the next day. Despite Ms. Carmody’s followers, David, his friends, and Wayne leave the store. They buy all the medicine at the store.
Jim and others are frightened when an MPV touches Jim’s shoulder after seeing many spider-webbed corpses. They save the soldier, but he blames them and dies from many spiders. Spiders then killed two of David’s friends. Some avoid supermarkets. David wakes up to Carmody provoking people and finds Joe dead and Jim with her.
David wants to ask Wayne and his friends what the MPV said before passing out. Wayne denies knowing and searches for his friends. In the storeroom, Jim sees Wayne’s friends’ suicides. Wayne regrets forgetting what the pharmacy guy said.
David acknowledges the Military Arrowhead Project. Jim listens and drags Wayne before Carmody’s followers. Jim says the military has done this, and Wayne says the scientists thought they could open a way for all dimensions to know what’s on the other side, but it turned out horrible.
Carmody murders Wayne. David tries to save him, but her followers repeatedly stab and throw him out of the store. Monsters kill Wayne. Later that night, Billy asks his father to promise he will never let the monster take him. David promises.
Next day, David tells his friends his plan, but Ms. Carmody catches them stealing food and supplies and blames them for God’s punishment. Ollie shoots and kills Carmody when her followers attack his friends.
David and friends leave the store to find their car because her followers are confused. Spiders kill three of David’s friends after they separate. Ollie finds the car and tells others, but a giant monster kills and splits him in two.
David, Billy, Dan, Amanda, and Irene safely enter the car and leave as far as fuel allows. David leaves with the gun. David remembers what he told his wife after she dies. Drive until gas runs out.
They panic. David pulls out his gun and says they have four shots but five. When everyone in the car is sad, David shoots Billy. David wants to kill himself but has no bullets.
David yells to scare off monsters, but military vehicles appear from the mist. Carmody was right—the mist lifted and the military saved everyone. David cries that his son and friends died for nothing.
