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Jim Schoenfeld (Tom Hodges), Rick Shoenfeld (Travis Fine) and Fred Woods (Tom Ransom) are three aimless California youths. Over the course of a few weeks, they hatch a plan to kidnap a bus full of children and hold them for ransom. Their plan goes off without a hitch, and they successfully hijack and hold hostage 26 kids and their elderly driver, Ed (Karl Malden). After the group is forced to hide in an underground location, Ed must find a way to safety. The film is based on actual events.