Raymond Saxx (Goran Visnjic) has it all: an enviable career, a gorgeous loft, a sleek car, and a beautiful, young wife. He is one of the music industry's most powerful moguls who can turn an unknown act into a superstar overnight. But all of his money and influence can't save him from his own demons. His hedonistic lifestyle is fueled by greed and jealousy and amplified by reckless drug use that turns him against his latest creation, singer/songwriter Ian Sheffield (Craig Owens).

When Ray wakes up after a three-day binge, he finds himself in the Los Angeles County lock-up under the gaze of a beautiful young waif named Butterfly (Portia Doubleday) and only a hazy recollection of what may have landed him in jail. Butterfly, a transgender young man, explains to Ray that the "K-11" stamped on his hand is the unit where they send people who would be in danger if they were mixed in with the main jail population. "I like to think it's a sanctuary for broken toys," she says, "a home away from home."

Thus begins a nightmarish journey of survival for Ray Saxx, who must learn to navigate a new kind of power structure in a world whose "kingpin" is a transsexual viper named Mousey (Kate del Castillo). She maintains a tenuous share hold over K-11 with the brutalizing and corrupt jailer Lieutenant Johnson (D.B. Sweeney). The maddening circumstances in which Ray finds himself trapped in K-11 threaten to unravel him, until he finally gets his footing and realizes that these inmates aren't crazy.

Time is running out for Ray as snippets of his memory return and hint at the horror that landed him amidst the violence inside the K-11 unit. Ray is forced to decide whether to look out for himself or confront his past, and Lt. Johnson, neither of which he can do without the help of the social misfits and criminals of K-11.