With the Cold War over and defense budgets slashed, the entire Universal Soldier team is facing elimination, including Seth, the super-computer that controls the ultra-warriors. Seth decides to seek revenge by destroying his creators and implementing a reign of terror on the outside world.

Theme park mogul Steven Price is throwing a strange birthday party for his wife, a scary night in an abandoned insane asylum. He invites five strangers to join them with the promise of a million dollars for those who make it through the night without being scared to death, literally.