An ex-convict returns to his late mother's apartment and grows increasingly paranoid after hearing strange sounds emanating from somewhere deep within the building. Bobby Walker (Jesse Bradford) paid his debt to society, and now the time has come to begin rebuilding his life. As a condition of his parole, Bobby moves into his mother's old, inner city apartment and starts reaching out to some old friends. Unfortunately for Bobby, no one answers. Meanwhile, as the girl Bobby loves seems to drift ever further away, he begins to hear the same sounds that his mother once complained about echoing through the hallways of the building. At first it's just a minor nuisance, but when Bobby begins to catch the sound of violent confrontations from an adjacent apartment, he quickly realizes that something is horribly amiss.