A man living in a post-apocalyptic future dominated by robots is sentenced to a penal colony for `killing' a machine. While being transported, he meets an android who has developed human emotions and together they escape. As they go on the run, they discover a plot to wipe out all remaining humans. Sci-fi thriller, starring Joseph Lawrence and Scott Bairstow.

Machines have taken over, but left humans thinking that they are still the ones in charge. The androids need humans because of the human brain fluid; without it the android brains can't work. Until the mad scientist finds out how to make this brain fluid artificially that is.