Men are reduced to animals in this brutal, exploitative prison drama that thrills in the slap of tattooed flesh on flesh. After killing a burglar, blue-collar family man Wade Porter (Stephen Dorff) is sent down and forced to hold his own. Housed in "the Shoe", a claustrophobic concrete cell block for the baddest of the bad, Porter is mentored by a nihilistic, Shakespeare-spouting lifer (Val Kilmer, unrecognisably shaggy and tattooed). Writer/director Ric Roman Waugh, a former stunt performer, shoots the incessant violence like gladiatorial cage fighting, salivating over each burst nose and fractured skull as his handheld camera circles the action like a shark. It's nasty yet not without purpose. Felon charts the desperation of an honest man forced into surviving by any means, but also the corruption of power, as Harold Perrineau's vindictive prison guard brutalises those in his care at work while lecturing his son back home about the values of pacifism.