Kyle reads off some of the names of the 47 prisoners that Max wants released. They include Juan Peroz, Lorenzo Baptiste, Salvador Borrelli and Michael Peran.
Sky One prepares to go into "Stand By" status, manned with only a skeleton crew. Kyle is busy working on case reports; Jenny and Duke meet in the gym for a workout. (Kyle is more than slightly distracted by Jenny's gym clothing when she invites him to join them.) Dante reports to Kyle that he should fire Chief Mechanic Dennis, for being rude and doing poor work. Erica is getting her first flying lesson from pilot J.P. Wyatt, who tries to get a little too friendly. Meanwhile, terrorists disguised as food services personnel board Sky One.
Kyle, Jenny, and Trek are quickly captured, but Erica and Duke are able to pair up unnoticed by the terrorists and sneak around SkyOne. The vehicles monitor their locations and help guide them through the hallways and air shafts of the plane. The leader of the terrorists, Max Amato, takes an instant disliking to Kyle. He explains that they have a canister of VX-186, a deadly nerve toxin developed in Iraq. They demand that FLAG give them three billion dollars and release 47 prisoners or they will release the toxin into the atmosphere.
Trek manages to escape, and brings some tranqualizers to Sky One's Chef Clayton to put in Max's food. Max has Kyle taste his food first, but the tranqualizer isin the coffee. Before Max has a chance to drink the coffee, Jenny knocks his food tray out of his hands, creating a diversion allowing Duke and Erica to grab the canister. As they are persued, a bullet punctures the canister releasing the gas inside. The "toxin" turns out to be fake, being used as a threat to prevent the air force from shooting down Sky One. Trek manages to contact FLAG and tell them that there is no toxin. Unfortunately, this means that as soon Sky One leaves American air space, it will be shot down.
Mechanic Dennis, Chef Clayton, and Trek are being held in the gym by Carl. Duke comes in and starts an old-fashioned brawl with him, while Erica drives Kat through the hallways towards the cockpit to try to get control of the plane. Kyle and Jenny are thrown into an airlock. Kyle kisses Jenny, thinking they are about to die. She tells him he'll be very embarrassed if they manage to pull through this.
Kat and Erica break through the cockpit door and knock out the terrorist pilot. She reverses the plane's direction just as an air force plane fires a missile at them. Kyle and Jenny fight Max and his female compatriot, and the team regains control of Sky One.