The young, naive Smitty is sent to prison for six months; Cathy, his girlfriend, watches as he disappears behind the bars and barbed wire. He's assigned a cell with Queenie, a balls-out drag queen, Rocky, a quiet but cocky con, and Mona, a young gay man who ministers to Rocky. Smitty watches in horror as gangs of inmates brutalize prisoners who lack protection. Those who complain risk beatings or murder at the hands of unsympathetic guards: all cries are bootless. Mona offers poetry - Shakespeare's sonnet XXIX; Queenie and Rocky offer Smitty advice, and Rocky offers protection for a price. Smitty's choices and their consequences are the film's main subjects.