Set 200 years in the future, intergalactic cop Melanie Ballard (Natasha Henstridge) and her team have an assignment of transferring a dangerous criminal named Desolation Williams (Ice Cube) to a prison in the outpost city of Chryse on the planet Mars. But in a turn of events, an adjacent mining team on the Red Planet has unearthed an ancient Martian defense device that unleashes warrior ghosts of the planet's original inhabitants who in turn possess most of the workers. Upon arriving at the outpost, Ballard and her team, including Desolation Williams, must band together to survive the vengeful spirits bent on eradicating all human life on their planet.

At one point Pam Grier yells "Who goes there?". This is the title of the story that inspired John Carpenter's The Thing (1982).

James Williams:
That's the second time I've saved your life.


Melanie Ballard:
Yeah, run a tab.

Revealing mistakes: When Ballard breaks free from Williams' grip, the knife at her throat can clearly be seen to bend with her neck rather than slice a gaping wound in it.