Gretchen Blair (Denise Richards) is a headstrong FBI agent who goes rogue on a hostage negotiation and is sent packing to a desk job back in D.C. By a stroke of luck, she's upgraded to business class on her flight - but as soon as the plane takes off, her seatmate (Kirk Barker) offers her millions of dollars if she can get him off the plane alive. As his ex-partners (Dolph Lundgren, Chuck Liddell & Greer Grammer) stage a brutal hijacking, Gretchen finds herself in the fight of her life - choosing sides between two factions of a criminal gang and trying to keep the plane from going down.