After accidentally killing a burglar while trying to protect his family, regular guy Wade Porter (Stephen Dorff) finds himself convicted of involuntary manslaughter and thrown into a maximum security prison for three years. Facing a harsh new world -- including a notorious mass murderer cellmate (Val Kilmer) and regular beatings organized by the head guard (Harold Perrineau) -- Wade soon realizes he'll have to toughen up if he's going to survive.