When six-year-old Sophie is orphaned guardianship is delegated to her aunt Annabelle. Both proceed to a spooky, Victorian house where Sophie unearths a box that is secured having a strange symbol drawn on it. Desperate to connect with her niece Annabelle pries the lock open revealing a music box. Each time the audio box replayed it's unbelievably frightening and has been wound melody plays attractive Sophie more. After the audio box begins affecting Sophie's behaviour and health Annabelle seeks the help of a child psychologist and newbie who shortly discover that the audio box has been owned. Because the haunting intensifies time starts to run out and Annabelle finds himself racing against the melody to defeat the spirit of the music box plays.