Prepared for a routine flight across the Pacific, lonely widower and pilot Jack Russell maneuvers his jet into the sky and unknowingly tightens the gap between his passengers and doom. Lying dormant in the craft's hull is a secret shipment of genetically engineered Scorpion fetuses, the creation of Dr. Jennifer Ryan and her team of biochemists for the purpose of discovering a vaccine. At the same time, Yaffi and his brother Sudan sneak onto the airplane speaking in hushed tones about a conspiracy of their own; to smuggle themselves into America. One of Jennifer's most trusted colleagues uses this opportunity to break into the cargo hold and steal the Scorpions. Each fetus sleeps submerged in a jell liquid inside its own glass container. While transferring the fetuses from their secure metal unit the scientist is discovered by security. A desperate fight ensues, containers break, and the Scorpions open their ugly black eyes.