[1] The United States Army conducts experiments on death row inmates in an attempt to create the perfect amphibious soldier and the resulting man/fish hybrids escape to the open ocean.

That night, Kim goes skinny-dipping with her friends and all but one are pulled under, where the humanoids keep the female victims in giant cocoons to use for mating purposes.

Wade heads to the Police Station to bail out Matt, the lone survivor who insists they were attacked by a monster.

After Canco operatives attempt to kill Matt, he and Wade meet with genetic scientist Dr. Drake who tells them the truth about the Army program.

Several more attacks follow and a local woman gives birth to a humanoid, which escapes into a storm drain.