Maury has the power to pull dreams into the waking world, giving the dreams corporeal form. These dream-people range from seemingly human figures, to monstrous beasts compelled by the most primal urges. Once exposed to the real world, the dreams evolve, adapting to their surroundings. Maury is gathering dreams for display at Lucidity, the soon-to-open Museum of Dreams. From a boy named Kevin, he removes Mr. Freakshow, a nightmare feeding on the trauma of Kevin having recently witnessed his father's murder.

As Maury falls in love with a dream-woman named Joy, he realizes how wrong it is to enclose the dreams. During the Lucidity's Grand Opening, Mr. Freakshow escapes. To create a diversion, Mr. Freakshow frees the other dreams. The Nightmares, The Erotic Dreams, The Serenity Dreams - all of the dreams - invade the city.

Mr. Freakshow knows the rules that govern the dreams:

• A dream-person achieves immortality by killing its dreamer.
• If a dreamer dies for any other reason, the embodied dream disappears forever.

At first Maury seeks out Mr. Freakshow in order to stop him, only to realize there is only one way to accomplish this; he must find Kevin first, killing him before the nightmare has its way.

Kevin will do whatever it takes to be free of his nightmare, once and for all. Maury will do whatever it takes to protect the love of his life. Mr. Freakshow will do whatever it takes to realize his immortality. Will Kevin survive his nightmare?