Sharon and Kate are framed for murder and sentenced to the notorious Santa Caron prison where they suffer the indignities of a corrupt legal system and vicious cell mates. The girls are singled out by the evil Judge Winters and prison warden Loren McBride to serve as prostitutes for "The Shield", a secret organisation who abuses the helpless inmates. Soliciting the help of rookie attorney Steve Brady, the girls make plans to expose the Shield and escape a fate worse than death.