In 1969, a man arrives at Wakefield State Prison in Arkansas. As an inmate, he immediately witnesses rampant abuse and corruption, including open and endemic sexual assault, torture, worm-ridden diseased food, insurance fraud and a doctor charging inmates for care. During a dramatic standoff involving Walter, a deranged prisoner who was being held in solitary confinement, Brubaker reveals himself to be the new prison warden, to the amazement of both prisoners and officials alike.