Wade Porter (Stephen Dorff) lives a modest but comfortable life with a young family, a fledgling business and a promising future ahead.But in an instant, his life, and that of everyone he loves is threatened and possibly gone forever when he's convicted of killing a man while protecting his fiancee, Laura (Marisol Nichols) and their three year old son. In just 24 hours, the unimaginable conditions of a new world order begin to take hold. Violence is the answer to everything and, even for Laura, what it means to fight for your life - alone - becomes all too real.

Sentenced to Corcoran State Prison, Wade ends up in a hellish facility run by Lt. William Jackson (Harold Perrineau), known as the SHU (Security Housing Unit) where the inmates are brutal but far less deadly than the guards. His cellmate, John Smith (Val Kilmer) is a stone cold prison legend, a 'lifer' and a man once devastated so completely that he has nothing left to lose and acts accordingly. An unlikely bond develops between the two men as Wade struggles to survive, having to put his own life - and the possibility of ever being freed - in relentless jeopardy.