Barbara is having a torrid affair with Jack, who introduces her to the delights of bondage, discipline and submission. But when her husband finds out she wakes up strapped to a bed barely knowing who she is let alone how she got there.

Her husband has sent her to become the latest inmate of the Submission Factory, where Madam M uses conditioning techniques to turn erring partners into accomplished sex slaves.

Barbara is made to indulge in fetish sex with women and men, trained to improve her sexual skills and punished for any disobedience. Fortunately she and fellow inmate, Judy, realise they're immune to the indoctrination methods, and plot to turn the tables and dispense painful doses of their own medicine.