Using defining moments in history, rats are trying to seize power all over the world. 1920, in Petrograd, the rats decide it is time to rise from the underground.
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A social misfit, Willard is made fun of by his co-workers, and squeezed out of the company started by his deceased father by his boss. His only friends are a couple of rats he raised at home, Ben and Socrates. However, when one of them is killed at work, he goes on a rampage using his rats to attack those who have been tormenting him.
Desperate for companionship, the repressed Willard befriends a group of rats that inhabit his late father's deteriorating mansion. In these furry creatures, Willard finds temporary refuge from daily abuse at the hands of his bedridden mother and his father's old partner, Frank. Soon it becomes clear that the brood of rodents is ready and willing to exact a vicious, deadly revenge on anyone who dares to bully their sensitive new master.
Two brothers compete in the world's deadliest underground fighting tournament, where they must decide whether to play by the rules or to cast their honor aside and team up to bring down the dark syndicate running the tournament.