Cameron Poe (Nicolas Cage) is released from the Army Rangers and reunited with his pregnant wife (Monica Potter). He is challenged by 3 drunks outside of a bar and kills one. He is sentenced to 7 to 10 years in prison. He gets paroled and he's hitching a plane ride until his release. The plane has his friend cellmate Baby-O (Mykelti Williamson) as well as many dangerous supermax prisoners on their way to a new prison. Vince Larkin (John Cusack) is overseeing the transfer with DEA wildman Duncan Malloy (Colm Meaney) running a sting on a drug lord. Malloy sneaks a gun with his undercover agent onto the plane. Cyrus 'The Virus' Grissom (John Malkovich) masterminds an escape plan with Pinball (Dave Chappelle) stealing the keys from Guard Sally Bishop (Rachel Ticotin). Diamond Dog (Ving Rhames) is a militant black prisoner.

This is an over-the-top ridiculous cartoon action thriller. One has to leave all reasonable logic behind. There is a lot of unnecessary overacting by Meaney. With all the great action, the movie should be a lot more thrilling and intense. The jokey irreverent feel makes it less intense. After awhile, it's not about the plot or whether Baby-O gets the help. It's what other ridiculous things are they going to pull. I have to roll my eyes when Steve Buscemi arrives as Hannibal Lecter. However it is so ridiculous that it's kind of fun.