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 Recently divorced Meg Altman and her daughter Sarah have bought a new home in New York. On their tour around the mansion, they come across the panic room. A room so secure, that no one can get in. When three burglars break in, Meg makes a move to the panic room. But all her troubles dont stop there. The criminals know where she is, and what they require the most in the house is in that very room.
Meg Altman - emotionally estranged from her cheating ex-husband, pharmaceutical magnate Stephen Altman - and their street-wise pre-teen daughter Sarah Altman are spending their first night in their just purchased converted brownstone in the Upper West Side of Manhattan. The conversions, which include a functioning elevator and secure panic room, were made by the now deceased former owner, a wealthy recluse whose family is now fighting over the whereabouts of his vast estate. What Meg does not know is that part of that estate - supposedly $3 million - is hidden in a safe in the floor of the panic room, something that Burnham, Junior and Raoul know. Junior is the grandson of the previous owner, Burnham works for the security company that monitors the security system for the brownstone including its panic room, and Raoul is Juniors gun-toting hired hand. The three plan on retrieving the money. Believing the brownstone still empty, the three criminals break into the brownstone and quickly find that it is not as empty as they believed. When all five realize there are others unexpected in the house, Meg and Sarah are able to make it into the panic room, but one that as of yet has no functioning telephone, which Burnham knows. Burnham also knows there is no way for him or his partners to get into the panic room. The five are at a standoff as Meg and Sarah will not leave the panic room, while the three criminals wont leave until they get the money. As Meg and Sarah try to figure out how to get a message to the outside world - specifically either to the police or Stephen - they are working against time as Sarah is a diabetic who does not have access to her insulin. And the three criminals may have other foes besides the Altmans, the three who are differing personalities and thus have different motivations in stealing the money. Each may have different thoughts on how far they should go to get it.
		 Jodie Foster 
 Meg Altman
		 Kristen Stewart 
 Sarah Altman
		 Forest Whitaker 
 Burnham
		 Dwight Yoakam 
 Raoul
		 Jared Leto 
 Junior
		 Patrick Bauchau 
 Stephen Altman
		 Ann Magnuson 
 Lydia Lynch
		 Ian Buchanan 
 Evan Kurlander
		 Andrew Kevin Walker 
 Sleepy Neighbor
		 Paul Schulze 
 Officer Keeney
		 Mel Rodriguez 
 Officer Morales
		 Richard Conant 
 SWAT Cop
		 Paul Simon 
 SWAT Cop
		 Victor Thrash 
 SWAT Cop
		 Ken Turner 
 SWAT Cop
		 Ty Copeman 
 Truck Driver
		 Nicole Kidman 
 Stephen's Girlfriend on the Phone
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