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NOTE: This spoiler was submitted by Spectre.

We open to narration of Selene (Kate Beckinsale) recapping the events of the Lycan-Vampire war that has been raging for centuries. She herself was turned by a vampire in order to get vengeance against the Lycans that killed her family. However, revelations about her past and falling in love with Michael caused her to turn against her order. Together they killed the vampire elders and for a moment seem to have a shot of peace. It is not meant to be.

Humanity has come to discovered both Lycans and Vampires and the information goes global. Humans now have mobilized and taken to the streets to purge the cities of the nonhuman beings. Humans stopped killing each other and look to killing Vampires and Lycans. Doctors are baffled by the outbreaks, with Dr. Jacob Lane (Stephen Rea) saying there is no cure.

Wanting to escape the systematic executions, Selene and Michael plan to head by boat to safe territories. Selene is on a rooftop ready to move when a passing helicopter spots her. A solider sees her and fires at her. She jumps down and grabs onto the ledge. When he comes to investigate, she grabs him and throws him over the ledge. Moving down a catwalk she encounters several other soldiers and makes short work of them. Going back inside, a group of soldiers head for her. Selene throws a grenade and kills them all. Making her way to the ground floor, she sees a solider with a flamethrower. The flamethrower man sees her and tries to burn her. Selene walks on the wall and does a flip over the flames. She throws a grenade that pierces his gas tank before he realizes it. Selene takes cover and the man's tank explodes, engulfing him in fire.

Meanwhile, Michael is at the docks waiting for Selene. A SWAT team is nearby waiting to strike. The team is told by someone to take Michael alive. Selene arrives and seeing the trap tries to warn him. The SWAT team begins to fire as Michael transforms. Michael is hit with a type of grenade and is thrown into the water. Selene dives into the water after him. The SWAT team goes to the edge of the dock and throws in a special grenade after the two. Just as Selene is able to grab Michael, the grenade goes off, separating the two.

Time passes, and we see Selene encased in a cryogenic cell. Even though she is technically asleep, she sees visions of someone else. Someone traveling through the labs she is currently in who is killing several scientists. The figure defrosts Selene and she wakes up upside down. She begins slamming her head into the glass until it cracks fully. She stumbles out naked, confused and unsure of where she is. She sees her old Death Dealer outfit and puts it back on.

Lane, who runs the lab, is apprised of the situation. He tells two lab technicians to gas Selene unconscious.

Selene tries to short wire the door but fails. When the gas starts to disperse, she jumps out of the room into the lab room with the technicians. When she tries to get answers from one, the other stabs her with a scalpel. Despite his pleas for mercy, Selene breaks his arm then stabs in the head with it. Selene runs off.

The lab is in a total panic due to the breakouts. Selene travels down a hallway where five guards with guns order to freeze. Using her super speed, she runs down the hallway, slashing the throats of all the guards. She continues through the facilities, killing several other guards, and stealing a pistol. She shoots out a window an gets ready to jump when a Lead Scientist (an uncredited Wes Bentley) tells Lane of her location. Lane says to let her go, as she can lead them to Subject 2. Selene jumps out of the building, and lands on top of a truck. Looking back, she sees the building is Antigen labs.

The truck driver sees her get on his cab, so breaks hard to toss her in front onto the street. He gets out of his truck, ignoring the extreme caution warnings of his radio. Selene tries to get back up so the driver shoots her in the head. That doesn't kill her but pisses her off. She grabs the man and has a long drink of blood, regenerating her health and killing the man in the process.

Selene gets off the street and breaks into a clothing store, taking a blue coat to hide her appearance some. She looks into a display case and sees Lycan teeth for sale. She is stunned and shocked that their species have become a joke to humans, nothing more than trophies.

Selene goes back to the docks where she and Michael were attacked. A security guard sees her and asks what she is doing. Selene asks how long have the docks have been closed and the guard says 12 years. The guard hears the CDC warning about a non human and by the time he looks back Selene is gone.

On the other side of the city, Detective Sebastian (Michael Ealy) is with another cop looking at a shredded corpse. The other cop thinks it is a Lycan but Sebastian scolds him for jumping to conclusions. Sebastian sees a glimpse of Selene in the confines of the bridge but she hides again. Sebastian and his partner leave, and Selene jumps down and walks away. A man in the crowd, David (Theo James) notices her however.

Sebastian goes to see Lane about the supposed incident at Antigen labs. Lane lies saying there was a minor incident and the subject was put down. No one got out, despite claims someone jumped out a window. Lane tells Sebastian his job is to save lives not cause another outbreak. He has known loss himself; his son was killed by the infections. Sebastian leaves but knows that Lane is lying to him, especially when he has a camera photo that show Selene escaped.

The Lead Scientist that was ordered to let Selene go goes back to his apartment. Selene has already broken in. She grabs him by the neck, and slams him into a glass window. Selene asks him why they were held. The man says they were using there DNA coding to make a cure for the infections. Selene asks about Subject 2. The man says he knows little, other than the two of them being psychically connected. Selene thinks he is lying and breaks the window, leaving him dangling outside. The man pleads for his life, saying he let Selene go. Selene voice goes cold and says, "Let's make it even then." She lets him go and he falls to his death, his body hitting a parked car.

Two cops respond to an opening of a secure door but don't find anything. Selene reveals herself after they are gone then heads down into the hatch that leads into the sewers. David has been following, and gives pursuit.

Selene can see Subject 2's visions, who she believes is Michael. She continues to follow them. David gives chase, noticing Lycans in the sewers. David comes in contact with Selene who holds a gun to his head asking who he is. David reveals he is a vampire too and explains there are a few Lycans down here; driven into the sewers there numbers are depleted and they are starving. Selene sees the Lycans about to attack Subject 2 so she races and guns them down. Looking down the hallway she doesn't find Michael but a 12 year old girl, Eve (India Eisley). David warns the Lycans will hear the gunshots and they need to leave.

Selene, David, and Eve leave the sewers and hot wire a van. Three Lycans give pursuit on the streets, jumping on other cars to get to the van. Eventually, they reach it and begin to attack. Selene is able to shoot one in the head, while David fights one in the windshield with his sword. The final one gets into the cab with Eve and bites her. This causes her to have a hybrid transformation and she kills the Lycan. David hacks his Lycan to death and they race off, needing to get Eve medical attention. David says his coven has a doctor that can help.

One of the dead Lycans reverts back to his human for after death. A man, Quint (Kris Holden-Ried) sees this.

While David drives, Selene tends to Eve. Eve reveals that the doctors said she had no mother, that she died in birth. They told her that she was no longer of use and they were going to kill her. That's why she escaped and save Selene. Selene bites Eve to see her memories. She sees Lane experimenting on Eve and getting ready to kill her. Selene realizes that Eve is her daughter.

Lane is confronted by Lida (Sandrine Holt) one of his staff. Lida tells Lane she understands the subjects escaped but if Subject 2 (Eve) is killed they will lose years of research. Lane scolds Lida for giving Subject 2 human characteristics, calling it “she” instead of “it.”

“It is a blight of nature,” Lane says.

David, Selene, and Eve make it to the vampire coven. When they arrive, the leader of coven Thomas (Charles Dance) reprimands David, who is his son, for bringing Selene to the coven. Selene is considered a traitor to the race for killing the elders and falling in love with a Lycan (Micahel). David counters that Selene was betrayed first. They call for the doctor to look at Eve. The doctor concludes that Eve is healing but extremely slowly. The doctor asks Eve when the last time she fed. “Feed?” Eve asks. The doctor realizes that Eve had been deprived of blood. Thomas agrees that she should be fed. The doctor cuts her wrist and lets Eve drink from her. Eve heals immediately and her eyes change.

Thomas looks at her eyes and sees they are a deep black. “She is not one of our kind,” Thomas says coldly. Thomas then turns to Selene insulting her and her “long dead Lycan lover.” Angered by his attitude, Selene says he shouldn’t worry. As soon as Eve gets her strength back, they will leave.

Selene finds a quiet place and cries, thinking of Michael. David finds her and speaks of how he used to hear about Death Dealers and how they were a thing of the past. David wants her to help train their soldiers to help fight against the humans, wherever they can. He disagrees with his father, who thinks hiding in the shadows is the best plan to keep the species alive. Thomas shows up behind and mentions the Lycans tried to rise up against the humans and wound up nearly extinct. They need to stay hidden.

Eve wakes up and walks into the main room. Thomas walks up behind her and apologizes for being rude to her when she arrived. “I know exactly what you are,” Thomas says.

Selene goes to talk to Eve. Eve says she dreamt of meeting her, her mother. But now she sees her and she is “cold as death.” Selene is taken aback and explains that what seems like a day before, she was with Michael, her father. Then 12 years have passed and she was freed. And instead of discovering the location of the only man she has ever loved, she found the daughter she never knew she had. “My heart isn’t cold, it’s broken,” Selene says.

Selene hears loud rumblings. The humans have apparently found the coven. Selene tells Eve to lock the door, saying she will never let anyone hurt her.

Thomas directs most of the vampires to the shelter, while David says they should stand their ground and fight. He takes a group of vampires along with Selene and prep with weapons. Selene tells David that the humans only want Eve so she just needs a diversion to get Eve out of there.

The vampires get into position. But it is not the humans, but rather the Lycans. The Lycans begin to attack the unprepared Vampires and begin to slaughter them. David tries to direct his troops, but it is a vain effort. The battle is mainly one sided, with the Vampires losing most of their men, to the Lycans few casualties.

Selene goes to retrieve Eve from her room, but Selene is thrown back a Lycan. Eve transforms into her hybrid form and helps her mother kill the Lycan. Meanwhile, David has grabbed a mechanized silver whip and has killed a few Lycans.

Selene and Eve find David just as he has been bitten by a Lycan. Selene shoots the Lycan in the head and tells David to take Eve somewhere safe. She goes into the main room to hear some loud banging. Selene shoots at the figure and runs out of ammo. An extremely large Lycan comes out, shocking her. Not able to use her guns, Selene grabs an axe from a fallen vampire then does a wall walk to stab the Lycan. The blade breaks off in the monster’s back, but immediately heals to Selene’s shock. The super Lycan smacks Selene away and she collapses through a floor and is knocked out under some debris.

When she comes to, Eve is gone. Selene returns the main room to see David dying and most of the coven killed. David says the Lycan’s took Eve. Thomas corrects his son saying he gave the girl as a gift, in return of the Lycan’s stopping the attack. Selene is in shock. She bites David to see his memories and see Eve had been taken outside. Selene runs outside.

Selene looks for her, but she is already gone. Meanwhile David dies from his wounds.

Selene goes back inside and is furious with Thomas. Eve was the most powerful of them all; the only hybrid child in existence. And he gave her to the Lycan’s, and who knows what they will do to her. He had just signed their death warrant. Thomas asks what he was supposed to do; their whole coven was almost wiped out because of Selene and Eve. His son is dead because of them.

Selene said his son died because he fought for what was right, their survival. Selene takes a sword and cuts open David’s stomach. She then cuts her own hand and reaches inside and grabs his heart restarting it (her blood fused with the power of the original elder Alexander Corvinus gives her special rejuvenation powers too). David comes back to life and Selene leaves, desperate to save her daughter.

Sebastian goes to work, where he is confronted by Selene that wants to know what it is going on. Sebastian explains that officially, the government said the Lycan’s have been exterminated completely. But he had a friend look into some suspected Lycan cases only for them all of them to come back negative. Sebastian believes that someone is protecting the Lycan’s, allowing them to rebuild their numbers quietly.

Back at Antigen, Lane briefs a group of doctors that after they harvest Eve’s genetic material, they will be able to make a full strength vaccine, making them “immune to sliver.” Lida comes in and protests the killing of Eve saying she was hired to watch over the child (Lida has become maternal to her). Lane says yes she was hired to do that and did her job well, but he no longer requires her services. Lida goes to leave only to find Quint at the door. He is Lane’s supposedly dead son. Quint’s eyes go black. He’s a Lycan. Lida looks at Lane. His eyes, along with everyone else’s have turned black. Quint grabs Lida by the neck and breaks it. Lycan’s have apparently went underground, completely posing as human and using the cover of creating a “cure” for the infection instead worked on their weakness to silver, in order to be unstoppable.

Lane injects his son with the silver antidote’s, saying once Eve’s operation is complete they will be unstoppable and their whole race can be led by men like him. Quint says he wished his mother could have been here for it. Lane says she choose to stay human unlike them (it is implied that Lane killed her when she refused to turn). Quint says his father is right.

Lane gasses Eve in her room. Eve struggles and breaks stuff in order to get free in vain. “It’s worse if you try to fight it, trust me,” Lane says.

Selene goes into the police Armory and takes several weapons and explosives made for Lycan’s. Sebastian offers to help. As they drive to Antigen, Sebastian explains he once had a wife that was bitten by a vampire. They kept it quiet for several years until the existence of vampires and Lycans became public knowledge. The purges began and door to door searches happened. Sebastian’s wife told him that she loved him then let herself be burned up in the sunlight. That is part of the reason he is helping Selene; he couldn’t save his wife, but perhaps he can save Eve.

At Antigen, Selene gets out with a earpiece by Sebastian and calmly walks by security. When they recognize her, they hit the alarm and begin to change in order to stop her. She is able to get in the elevator and opens the doors while still allowing the elevator to run. She places a bomb at every floor.

Lane preps to operate on Eve.

At the sixth floor, Selene blows all the bombs, while Sebastian watches outside. They are silver bombs that disperse silver fragments in the air. They cause the Lycans to burn in their natural form. Selene jumps down and shoots the wounded Lycans dead. Sebastian gets out of his car and races up to the security office, watching the cameras for Selene.

Quint warns his father that Selene is in the building and they need to evacuate. Lane agrees but they are not canceling the surgery, just doing it in another place. They prep Eve for transport.

Selene is confronted by Quint and three Lycans. Selene fires her guns but misses. She jumps into a vent where the other two follow her. She is able to kill another by shooting it in the head but her clips run out. With another getting near her, she pulls out a silver frag grenade and throws it near a vent fan. It explodes dispersing silver and killing the last Lycan. It also creates a hole for Selene to drop out into and she reloads her pistols.

Sebastian sees Eve been transported to the basement garage and tries to tell Selene. When he gets no response, he says “Fuck it” and goes to save her myself. He nonchalantly hits a Lycan with a silver grenade from his assault rifle then gets back into his car.

Selene was out of communication because she found Subject 0. It’s Michael. He’s not dead. Selene is glad he is alive, but it could not come at a worst time. She finally hears from Sebastian that Lane is moving Eve and has to make a choice. She chooses to save Eve but shoots the tank that is holding Michael so he can start defrosting and she’ll come back for him.

Selene returns to the elevator and gets ready to jump down when a Lycan tackles her into the shaft. They drop down and she fights with it, eventually shooting it dead. Quint sees this and does a partial transformation to get his Lycan hand. He severs the elevator cables, making the car drop. Selene sees this and uses her pistols to soften up the metal. She then crouches into a ball and crashes through the floor of the elevator car, bruised but alive. Quint looks down, thinking Selene is dead.

In the parking garage, Sebastian sets up his car as a shield. He tells Selene their location and waits. When Lane sees him, he tells his driver to ram him. Sebastian fires with a revolver, hitting the driver in the head. Lane dumps the dead driver and continues on. Sebastian then shoots out a tire, crippling the vehicle, and eventually causing it to flip.

Quint comes into the parking garage, transformed into his super Lycan form. When he sees Selene, he begins to throw cars in order to kill her. She dodges his attempts and takes shelter in an office he cannot reach in his current form.

Lane jumps out of the flipped van, and Sebastian empties his gun into him. However, Lane has given himself the vaccine too so he can regenerate his heath and is impervious to silver. He throws Sebastian to the ground. Eve wakes up in the van and breaks her restraints. Just as Lane is about to kill Sebastian, she transforms into her hybrid form. She begins to fight Lane, but he is apparently too strong. Just as it seems he has the upper hand, David shows up with a shot gun. He fires a few rounds into Lane, distracting him so Eve can escape his clutches.

Selene eventually has to leave the office where she has taken refuge in, but is thrown onto a car. She drops a silver grenade. Meanwhile, David is killing Lycans with his sword, decapitating a few. As for Eve, she is still fighting Lane. She finally gets the upper hand, getting on top of him and ripping out a part of his spine. “It’s worst if you try to fight it, trust me,” Eve says mockingly, parroting back what he said to her. Lane dies.

Selene runs into a hallway that is too big for Quint to travel. He is forced to revert to his human form in order to walk through. Selene is waiting for him and slams her hand into his chest, piercing it. She takes her hand out and the wound heals. “I heal instantly,” Quint says. “I’m counting on it,” Selene says and throws him a grenade pin. She left a silver grenade inside his body. Quint tries in vain to claw at his chest but it is no use. The grenade explodes internally, coating his body with silver, an amount his immunities cannot face. His body explodes in an explosion of gore.

Eve reverts back to her human form and sees Selene. She runs to her mother and cries. “You came for me,” Eve says. “I said I would,” Selene replies.

The group can hear police sirens. Sebastian tells Selene, Eve, and David to leave and he will throw the investigation in another direction. Selene directs Eve and David back inside the labs so they can help Michael. But when they get there he has already escaped.

The film ends on the labs rooftop with Selene holding Eve’s hand. Selene narrates that the Lycan’s will rebuild their numbers and hunt for Michael as they have done before. The Lycans will rise again but so will the Vampires. The Vampires will strive to reclaim the world.

The war is far from over…

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