Trying to get justice for her wronged mother, financial expert Tracy Whitney is instead framed by a gangster for bank fraud and sent to prison for fifteen years by a corrupt judge and a crooked attorney.

At first a victim, Tracy makes alliances, learns valuable skills from her fellow inmates, and plots her escape.

After exacting revenge on the men responsible for her sentence, Whitney accepts an offer from the brutal Gunther Hartog to become his apprentice; under his tutelage, she becomes a master con artist and disguise expert.

While plotting her biggest score, she crosses paths with another veteran con artist, Jeff Stevens, to whom she is attracted but is not sure she can trust.

To play Tracy Whitney, Smith used sixteen different costumes, including a scene where she dons a latex mask, black hood, and wig to pose as an elderly woman.