Three high school guys are mysteriously given unbelievable telekenetic abilities after descending into a hole in the ground. The film 'chronicles' their story, how they develop their powers and the ultimate test of whether to use them for good or evil....

Steve gets killed by Andrew in a 'freak' lightening storm. Matt works this all out, but it's too late and Andrew has already gone nuts. He attempts to rob a gas station (to pay for his mam's medicine) but it explodes and he is badly hurt. In hospital Andrew's dad gets all violent again and Andrew wakes up and it all kicks off! Luckily Matt has made it to the hospital with Casey (his possible girlfriend). Matt and Andrew have a massive fight which ends with Matt 'spiking' Andrew and then flying away. The film ends with Matt making hi way to the tibetan monestary that Andrew had talked about earlier in the film.