The film opens inside The Grid, starting with a video of Kevin Flynn (Jeff Bridges) explaining in an interview what The Grid is, and his predictions for the programs living within. This is followed by news reports on ENCOM, the company Flynn used to work for, being in a race against Dillinger Systems for control of The Grid. ENCOM was run by sisters Eve (Greta Lee) and Tess Kim (Selene Yun) after Sam Flynn resigned for personal reasons. Current Dillinger Systems CEO Julian Dillinger (Evan Peters) is hoping to restore his family’s legacy while working on his own secret plans.
Within The Grid, Julian has created Ares (Jared Leto), a highly advanced Master Control program designed to be the ultimate expendable super soldier. Julian tests Ares’ capabilities against other programs before showing him off to investors. However, Ares and the other programs cannot last longer than 29 minutes outside The Grid and will de-rezz after that time. Julian is hoping to find the Permanence Code, which will keep the programs alive in the real world for an unlimited time, and also put Dillinger Systems above ENCOM. Julian’s mother Elisabeth (Gillian Anderson) notes his ambitions but warns him against deceiving investors.
In Alaska, Eve and her friend/colleague Seth Flores (Arturo Castro) work in a private station set up by Flynn as they try to find the Permanence Code for themselves. Tess has long since passed away, but Eve continues to work for her sister’s research and development. Eventually, Eve is able to go through one of Flynn’s old files and computers to find the Permanence Code. They demonstrate its use by transferring a digital orange tree into the real world, and it stays up for hours. Eve and Seth celebrate their success.
Eve gets in touch with Ajay Singh (Hasan Minhaj), the Chief Technology Officer at ENCOM, plus his assistant Erin (Sarah Desjardins) as they are heading to an event to promote a new ENCOM launch. Meanwhile, Julian has sent Ares and other programs, including Athena (Jodie Turner-Smith), to hack into ENCOM’s servers. The Dillinger programs battle the ENCOM programs, and Ares tries to save an injured program called Caius (Cameron Monaghan). Julian then drops a payload that disables the ENCOM grid, destroying every last program and shutting down Ajay’s event.
After Ares regenerates, he starts to become more self-aware over his programming. Julian tasks Ares with acquiring Eve since he knows she found the Permanence Code. Ares starts to take in digital information regarding Eve and Tess, seeing some events such as Tess’s physical deterioration and Eve grieving for her after she’s gone. Ajay contacts Eve over the cyberattack and knows that Julian was behind it.
Eve and Seth return to the city and split up while Ares and Athena go after her. Eve, carrying a hard drive with the code, is chased on her motorcycle through the streets while the programs use their Light Cycles and cause damage. Eve manages to knock Athena out in a parking garage and steals her Light Cycle. Ares chases her until they both crash. Eve makes it to the end of a dock where she discovers what Ares really is, and he and Athena de-rezz since their time is up. Eve throws the drive into the river and is taken by a Dillinger aircraft.
Inside The Grid, Ares and Athena attempt to extract the code from Eve’s identity disc, but Ares realizes that doing so could kill her. Julian disregards this and orders the code to be taken out regardless, telling Ares to follow his directive or be permanently deleted. Ares goes against his orders and breaks Eve free, with Athena now following Julian’s orders and going after them. Ares agrees to help Eve get back to the real world on the condition that she give him the Permanence Code.
Eve and Ares make it to Dillinger Systems and steal a truck to head to ENCOM’s headquarters, while Athena is given her own weapon and jet pack to pursue them. They ditch the truck and take a gas station attendant’s car after Eve uses his phone to contact Seth to meet them at ENCOM with a particle laser. While driving to ENCOM, Eve and Ares chat over their motivations. Ares has quickly developed a knowledge of other real world things and an interest for music such as Depeche Mode. Eve talks about Tess and the work that they both hoped to accomplish when she was still alive.
Seth joins Eve and Ares at ENCOM as they use the particle laser to send Ares into the original Flynn grid. Athena arrives to get Eve but waits for Ares to de-rezz. He jumps out the window just as he gets sent to The Grid. Athena crashes her way inside and slices the laser in half to prevent Ares from returning, and she knocks Seth unconscious. Before she can get to Eve, the sprinklers go off, which causes Athena to stop for a moment and distracts her long enough that her time runs out and she de-rezzes.
Athena returns to Dillinger Systems, just as Elisabeth comes to tell Julian that she has regained control as CEO since he has gotten out of control in his pursuit of the code. He sends Athena after Eve again, but as Elisabeth tries to stop her, Athena stabs her in the stomach with her disc since she is just following her directive. Athena takes a Recognizer and flies off, while Julian holds his dying mother in his arms, and she blames him for what has happened.
Ares meets a program manifestation of Flynn, where he discusses his programming and what he has learned after moving away from his directive, as well as his desire for permanence. Moved by his words, Flynn gives Ares the Permanence Code so he can return to the real world in a neon white suit, now free to live.
Seth joins Ajay and Erin at ENCOM as they try to hack into the Dillinger Grid to stop Athena, as she is descending upon the city to catch Eve. Police and military forces try to fight back and eventually bring the Recognizer down, but Eve is trapped between the light strips left by the Recognizer’s missiles. Athena captures Eve and puts her in her tank, but Ares intercepts them and battles Athena with his disc and her baton. Meanwhile, Seth, Ajay, and Erin manage to break through the Dillinger mainframe, obliterating their Grid. Before Ares can take out Athena, they realize that the Dillinger Grid is down. Ares holds Athena in his arms as she laments that she was simply following her directive, and she de-rezzes for good. Authorities raid Dillinger Systems, just as Julian sends himself into The Grid to avoid prosecution. Eve and Ares bid each other farewell.
While resuming her work in using the Permanence Code for good, Seth brings Eve a postcard from Ares. He is traveling the world and is out to find Sam and Quorra (the only other program who made it out of The Grid alive) while enjoying his newfound freedom.
During the credits, Julian enters what is left of his Grid. He then finds an old identity disc belonging to his grandfather. He grabs it and starts to develop the armor belonging to the Sark program.[wide]
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