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After his brother's death, Duke Johnson (Fred Williamson) travels to a small Southern town to organize his brother's funeral. During his stay, he decides to revive his brother's nightclub business. However, this venture quickly uncovers the thinly veiled racism and corruption that run rampant in the town. Duke and his friend Aretha (Pam Grier) face demands for bribes and violence from the police. With the arrival of Duke's pal Roy (Thalmus Rasulala), the situation only escalates.