Heavy rains and a leaking dam are threatening a small mid-western town. As the residents evacuate, the bank has emptied it's vault into an armoured truck. But the water rises faster than anyone expected and the driver Tom (Christian Slater) finds himself battling not only the water but a gang of men led by Jim (Morgan Freeman) who decide that all that money in the armoured car is too tempting to resist. Night falls, the town is under water, and the truck gets stuck. Tom finds himself forced to take the money out of the truck and hide it. But when he when he seeks out the town Sheriff (Randy Quaid) for help, he finds the Sheriff wants the money too. Shootouts and boat chases make for plenty of action as one honest man battles the elements and the bad guys.