All over the country young women have been going missing and the authorities seem to be covering up the disappearances. Kelly Broadhouse, an intelligent, fiery journalism student, wants to get to the bottom of this before anyone else goes missing. But when Kelly starts asking questions she is kidnapped and locked up in a secret prison facility.
Kelly quickly learns that the missing girls and herself are being forced into cage matches armed only with pillows and sexy lingerie for the amusement of a group of shadowy figures. What she doesn't realize is that the security collar that they fitted her with is actually a prototype weapon capable of increasing the wearers strength to epic proportions and administering a range of experimental drugs. After the first seemingly playful pillow fight comes to a bloody conclusion at the hands of an innocent drugged up cheer-leader, Kelly rounds up some of the girls to start a rebellion. Unfortunately for her, without the say so of her captors the strength boost from the collars is non existent, so her attempt at escaping by force results in the armed guards brutally shutting down the rebellion.
Kelly must now battle for her own survival by slaughtering brainwashed harlots, biding her time until an opportunity presents itself for escape. She forms bonds with others who share her vision and ends up falling in love with another girl, Lilly. The pair come up with a plan to overload the collars and stage an escape, but things go horribly wrong. Kelly now has to fight her way through armed guards, secretive overlords and sex crazed super women to survive PILLOW FIGHT!
This is government spying taken to its ultimate conclusion. Blood, feathers and tits.