Mariah State Penitentiary houses men who have lost faith in themselves and everyone around them. James Malone, its caretaker for the last 25 years, thinks he's seen it all, that is until John Getz, a young superintendent, decides it's time things changed. Joined by Leda Cervantes, a hard-headed corrections officer, and Linda Grincato, a socialite whose naivete makes her an easy mark in prison, Mariah State is injected with new life. Unfortunately, some things need to get worse before they can get better.