More than 20 years after a prison riot that ended with the death of the warden, former guard Edward Dwyer (Paul Benedict) returns to the long-closed facility. Now a warden himself, Dwyer is starting a new experimental program with psychiatrist Harold Langer (James Coco) and a hand-picked group of eight prisoners. While Langer begins working with the disturbed men, the ghost of the old warden rises up, determined to get his revenge on Dwyer for not defending him.
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