A small town is infested with a species of killer bugs that come at night and burrow inside a person, killing from the inside.
- It's said that with the recent focus in the media about several cases of "bed bug" infestations that Contrafilm has decided to revisit this old project.
- At one point had the title Dead Asleep.
- Jonathan Liebesman (Darkness Falls) was once attached to direct.
- Was once in development with New Line Cinema back in 2004, before they gave the rights back to Contrafilm.
- This project was originally placed in UHM's "Dead Projects" section in 2006.