At CERN, Father Silvano and Dr. Vittoria Vetra create three canisters of antimatter. Silvano is murdered, and one of the canisters is stolen. The Roman Catholic Church mourn the sudden death of Pope Pius XVI, and prepare for the papal conclave to elect his successor in Vatican City. Father Patrick McKenna, the Camerlengo of the Holy Roman Church, takes control of the Vatican. Four of the “preferiti”, the favoured candidates to be Pope, are kidnapped by a man claiming to represent the Illuminati. He sends the Vatican a warning, claiming he will murder each of the cardinals from 8pm to midnight, where the stolen antimatter will explode and destroy the city, hidden somewhere within.

Since winning the Wings Around the Globe race in the Planes (film), Dusty Crophopper has had a successful career as a racer. Unfortunately, his engine's Transmission (mechanics) becomes damaged because Dusty routinely operates the engine beyond its design limits. With that particular model of gearbox now out of production and none available anywhere, Dusty's mechanic Dottie fits a warning light to his control panel to ensure he doesn't damage his gearbox any further. No longer able to race and faced with the possibility of returning to his old job as a crop-duster, Dusty goes on a defiant flight and tests his limits. In doing so, Dusty exceeds his limits and makes a forced landing at Propwash Junction airport, causing a fire.