The world’s most dangerous criminals are summoned to a new prison on the eve before its grand opening by Moon (Ice T), the ruthlessleader of the world's most powerful crime syndicate. Chaos ensues when weapons and ammunition are passed around and the group, including Lou (Christopher Lambert), begin their fight to survive. The last three men standing by midnight have been promised $10000000 in cash by moon, who watches from his surveillance camera as gunfire and bodies fly. Rivalries develop between friends and the lines of loyalty are crossed as each criminal attempts to outwit, outrun and outlive the other in this action packed game of elimination.