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Twenty-four year old Kent Marlowe is just beginning his ten year sentence in prison for vehicular manslaughter. Kent, not seeing himself as a "criminal" and who has the support of a loving family, is nervous and scared about his incarceration, especially in that he will be sharing a cell in the already overcrowded prison with John Morgan and Butch Schmidt - better known as Machine Gun Butch - who are serving time for robbery and murder respectively. Kent's cell mates are renowned for being the toughest inmates in the institution, Butch who carries a knife with him where ever he goes. Kent quickly learns that the unwritten codes amongst the inmates are not to whine and don't be a stool pigeon to the authorities. When an opportunity arises, one of the inmates manages to escape, his plan to get back at one of his cell mates who he believes double-crossed him. But on the outside, his view of life changes, which includes a possible change in allegiances to his former prison colleagues, especially his former cell mates.