Luc Devreux and Andrew Scott are members of a prototype military unit known as the Universal Soldiers, human soldiers genetically revived after being killed in the line of duty who possess extraordinary skills and powers, and are devoid of pain, emotion, or memories of their past lives. They are the ultimate in fighting machines until something goes terribly wrong - Devreux and Scott begin to revert to their past selves and slip from the control of their military creators.