In the middle of the night only six months before he is to be released Leone (Sylvester Stallone) a model prisoner is dragged from his bed in a minimum security prison and transferred to Gateway a maximum security hellhole run by Warden Drumgoole (Donald Sutherland).The warden has pulled every string he can to have Leone placed under his control which is where he aims to keep him for his entire life. Previously Leone had been one of Drumgoole's charges at another facility until he escaped to be at his father's death bed. Drumgoole's harshness which forced Leone to break out two weeks away from release prompted a newspaper report that accused the warden of brutality. Leone was sentenced to additional time while Drumgoole was publicly humiliated and transfered to Gateway the worst facility in the prison system. Now it's time for Drumgoole to get even. His plan is to physically and psychologically intimidate Leone until he lashes out. When he does Drumgoole will extend his prison sentence in hell... or kill him.