Lily MacArthur has never been much of a sleeper, but since the death of her aunt, she's lost the ability to sleep completely. Night after night she goes to bed and waits for the sun to rise. Looking for a way to spend her sleepless nights, she slips out of the house. She meets Ben, who works the night shift at the local drive-through.

As Lily's sleeplessness begins to destroy her health, she has no idea that Ben holds the key to finding her sleep and saving her life. But first, she has to find a way to save his.