After her divorce, Meg Altman(Jodie Foster)-emotionally estranged from her cheating ex-husband, pharmaceutical magnate Stephen Altman(Patrick Bauchau) - and her daughter Sarah(Kristen Stewart) move into an old-fashioned house with one very modern addition: a "panic room" which is virtually impossible to break into, designed for refuge during a home invasion. In their first night in the house a trio of thieves, Burnham(Forest Whitaker), Junior(Jared Leto) and Raoul(Dwight Yoakam)-relatives of previous owner- do break in and Meg and Sarah rush into the panic room. However, the intruders are looking for something inside the panic room- $3 million-, and given the recent move the room's hotline to the police hasn't been hooked up yet. Worse, Sarah is diabetic and the room doesn't contain any sugar...