Henry is a loner, living with his overprotective mother in a small Southern town called Battlecreek. Henry has a rare skin disease and must avoid sunlight. He lives his life at night -- hanging out at the diner, working the night shift at the gas station and swimming in the creek under the moonlight. In the solace of his bedroom, he paints landscapes of far away places he longs to visit. Henry is trapped by his own self-doubt, until he meets Alison. When Alison’s car breaks down in Battlecreek as she’s passing through town, she must get a job at the diner to pay for the repair. Henry is immediately drawn to the mysterious girl. Alison shows Henry that he can live a life he thought impossible, even at the cost of losing his mother and freeing him from his past.