Helena Monet (Liliana Komorowska), a Scanner is troubled by the painful side-effects of her telepathic powers. This drives her to try her adoptive father's untested, experimental drug called Eph-3 (pronounced "F3"), a variant of the drug Ephemerol prescribed to Scanners to help attenuate the myriad voices (representing the thoughts of people around them) which their natural, inborn telepathy otherwise forces them to hear. Her use of Eph-3 causes her to lose her sense of moral conscience, making her into a megalomaniac. She kills her father (Colin Fox) and takes over his pharmaceutical company. Her long-lost adopted brother Alex, also a Scanner, is alerted to her dangerous behavior and attempts to stop her.
As her rise to power and desire for global dominance gains momentum, her brother must fend off the attackers whom she has sent after him and ultimately defeat his sister to save the world.
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