Twenty years ago, old Mrs. Barlow was killed in her home at 12, Pimlico Square for her priceless rubies. The murderer searched the whole house without finding them, then disappeared. The house has been empty since then, but now Paul and Bella Mallen move into the apartment. Bella Mallen suffers from forgetfulness and nervousness - at least that is what her husband tells her. An elderly horse wrangler, B.G. Rough worked as a policeman twenty years ago and still remembers the unsolved case. He notices that Mr. Mallen looks just like Louis Barre, Mrs. Barlow's nephew. And why does Mr. Mallen so mysteriously leave every night just to go into the apartment next door, nr. 14?
When six-year-old Sophie is tragically orphaned guardianship is assigned to her estranged aunt Annabelle. The two move into a large, eerie, Victorian house where Sophie unearths a locked wooden box with a strange symbol drawn on it. Desperate to connect with her niece Annabelle pries the lock open revealing a beautiful music box. Each time the music box is wound and replayed it's surprisingly chilling melody plays slightly longer, captivating Sophie even more. When the music box begins affecting Sophie's behavior and health Annabelle seeks the aid of a child psychologist and clairvoyant who soon discover the music box is possessed by an evil spirit who seeks to haunt Sophie and destroy Annabelle. As the haunting intensifies time begins to run out and Annabelle finds herself racing against the music box's melody to defeat the spirit before the last note plays.