A man in love seeks out Dr. Strange for help in tracking down his fiance' who was studying the occult. When they arrive in the town of Starkesboro, her last known location, lots of things are amiss. Church services at midnight, the residents with malformed heads and Strange's powers being affected are but a few of the weird happenings. Strange soon discovers what mystery the town holds and just what the church is for, but when the man who sook him out turns on him it may already be too late.