The movie starts with eccentric millionaire Victor Grayson with his best friend Chuck Stark and his fiancee Miranda Singer. The trio take the elavator to the 23th floor of the Mt. Abraham Art Museum, where about 20 other citizens are. All of a sudden, a plane crashes into the 21th floor. An explosion happens, blowing up CEO Ronald Kerrigan and Chef Regan Peters. A shred of metal flies arcoss the area, decapitating news anchor Alyssa Hamilton. Another explosion happens, engulfing Sheriff Branden Harris and analyst Selena Simmons in a wave of fire. The fire causes a T.V. to explode, decapitating Doctor Michelle Clarkson, and sending a piece into Colonel Richard Rayburn's chest. The building's structure begins to fail, causing it the become lopsided. Guitarist Carl Grant and pianist Sabrina Chambers fall out the window, dying upon impact with the ground. Artist Bethany Beckett jumps out the window, crahing her head through the windshield of an ambulence. Mayor Yamsine Tawfeek tries to jump onto the roof of the next building over, but fails, falling to her death. Cheerleading Coach Anne Reynolds trips and tumbles out the window, getting impaled by a metal pole. Inventor Jason Mueller and author Gabrielle Andrews run onto the fire escape. The floor beneath Jason collapses, where he becomes impaled in the chest by the sharp side of the floor piece. The fire escape the collapses, killing Gabrielle. Actress Rebecca Bensen jumps out onto a saftey net, but it rippes upon impact, causing her to break her neck. The ceiling above director Brian Stevens falls, crushing his head. Model Celeste Brooks becomes decapitated when the ceiling above her falls on her neck. The floor beneath architect Michael Hart gives away, causing him to smash his skull on the floor below. A computer flies towards fireman David Barden, smashing his skull between it and the wall. Victor, Wyatt and Kayla run down the stairs, where the see English professor Jay Kingsley trapped by fire. The ceiling abve him falls, instantly killing him. Then, the same fate happens to Chuck and Miranda. The building collapses, causing a wall to break, crushing Victor between it and another wall.

Victor snaps back to reality as the trio step off the elevator. Victor has a panic attack and creates a fight with Colonel Rayburn. Everyone leaves the building mere seconds before the plane crashes. The crowd watches in fear as the events in Victor's mind become a reality.

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