After a series of Amazonian Indian attacks on a U.S. owned petroleum installation in Brazil, both governments start a secret "special program". In fact, Colonel Ezekial's (Rutger Hauer's) men use genetically modified killer bees to eradicate the tribes. During an Indian attack, reporter Ann Bauer (Gabrielle Anwar) is stung, yet survives after a mysterious rescue. Dr. Stephen North (David Naughton) realizes the venom has priceless healing powers and smuggles the bee aboard a flight to New York City. Bauer, her nearly-divorced husband, Martin (Craig Sheffer), who is aboard and her friend, U.S. State Department project representative, Scotty (Jason Brooks), face potential mass-killing after turbulence releases the bees aboard.