Captain Sean Murphy (GABRIEL BYRNE), salvage team leader Maureen Epps (JULIANNA MARGULIES), First Mate Greer (ISAIAH WASHINGTON) and the rest of the salvage tugboat Arctic Warrior -- Dodge (RON ELDARD), Santos (ALEX DIMITRIADES) and Munder (KARL URBAN) - are so good at what they do that Canadian Air Force Pilot Jack Ferriman (DESMOND HARRINGTON) has approached them with an offer.
For twenty percent of their take, he'll lead them to what appears to be an abandoned ocean liner somewhere in the Bering Sea, far from any of the shipping lanes. They finally agree on ten percent with the condition of him going along and so they set off to find the vessel. Since it's in international waters, any such find could be completely theirs.
What they discover is the Antonia Graza, an Italian ocean liner that's been missing at sea for forty years. Deserted, damaged and adrift via the arctic currents, the huge vessel is quite a find and the tugboat crew quickly boards her to see what they can salvage.
Once onboard, they begin their exploration and soon discover that it isn't truly deserted. It's not long before Epps thinks she sees a young girl in a party dress, Katie (EMILY BROWNING), that Greer becomes entranced with the sultry lounge singer Francesca (FRANCESCA RETTONDINI), or that Murphy sees the ship's Captain (ROBERT RUGGIERO).
They're ghosts, of course, but the tugboat crew soon learns that there's more onboard the Antonia Graza, including something more sinister. They then scramble to save their lives when things start to become deadly.