The story takes place at a military base in Texas where a bio-chemical virus leaks. In the hospital where doctor William Zombran (Bill Paxton) and his wife Diggord Alma (Nancy Denis) work, there are continuous arrivals of residents infected by the virus. In fact, these residents will turn into man-eating zombies within hours. Stripped down dancer Cherry Darlin (Rose McGowan) has her right foot eaten by the zombies, and her boyfriend Elray Foster (Fred Durst) has her severed foot replaced with a machine gun as a prosthetic limb. From then on, Cherry, with the machine-gun as her foot, teams up with Elray to mow down the man-eating zombies and lead the small group of uninfected humans to evacuate from this terrifying place.