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A real estate con artist named Stan Minton (Rob Schneider) panics when he learns that he is going to prison for fraud. Stan's fear of jail-house rape leads him to hire the mysterious guru known as "The Master" (David Carradine) who helps transform him into a creative martial-arts expert. During his incarceration, Stan uses his new-found skills to intimidate his fellow prisoners and prevents the prisoners from hitting or raping each other. He gains the prisoners' respect, and eventually becomes their leader, bringing peace and harmony to the prison yard. But the corrupt warden has a plan to profit by turning the prison into a war zone, forcing its closure, and selling off the property as valuable real estate. Stan helps him with the real estate aspects in exchange for early parole, however his peacemaking efforts threaten the warden's plan for a riot and he is persuaded to bring back violence. In a last minute attack of conscience he deliberately blows the parole hearing to rush back and prevent the deaths of his fellow inmates, only to discover that his message of peace has sunk in and the prisoners are dancing instead of fighting. The warden orders the guards to open fire on the dancing men and, when they refuse, grabs a gun and shoots wildly. He attempts to shoot Minton but he is stopped by Minton's wife and the Master, who had snuck in. Three years later Minton leaves the prison, which is now run by one of the more sympathetic guards, to be met outside by his wife, his young daughter and the Master.
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