During a national emergency, a liberal Marxist-leaning political leadership takes absolute control of the United States. Martial law is declared and elections are suspended. This leadership morphs into a complete Communist-style government. All dissent is brutally repulsed.

Two young university students, Peter Blake and Natalie Biriukova, become active leaders in the resistance movement. They soon fall in love. In time they are targeted by the government and forced to go on the run. A feared and notorious Compliance Officer, Nicholas Snoopczech, is hot on their trail. He is hated and feared by Americans, especially those who are brave enough to oppose big government.

The underground resistance network sets in motion a plan to move Peter and Natalie across several states to a mysterious sanctuary, where they are to meet "The Phantom". The Phantom occupies a beautiful "haunted" southern style mansion located in the hills of southeast Kansas. Contradictory to this plan, the people they encounter on their journey warn them to avoid The Phantom. The mystery that surrounds them is, "What is 'The Phantom', and can it really be trusted?" As Peter and Natalie resist the government and run for safety, will the whippoorwill keep them safe?