James Animal Allen (Ving Rhames) is serving a life sentence for murder at Folsom Prison after taking the rap for his eldest son. When a brutal riot breaks out between the rival prison gangs he is transferred to Susanville Prison where he previously served 15 years. On the outside Animals son James Jr. is framed for murder and faces serious jail time. To help his son Animal has no choice but to return to his violent past as a money fighter. His new found respect brings him to the height of power as the leader of a gang but he uncovers he s being used as a pawn in a conspiracy to spark an all out race war between the prison gangs.