A documentary about the 40,000 poor people of Philadelphia who "squat" illegally in abandoned buildings. The film concentrates upon Gloria Giles, a 22 year old mother of three children, who has become a leader of the squatters' attempts to improve the city's welfare program.

In addition to interviews with the mayor of Philadelphia, administrators and real estate developers, the film explores the way in which people like Gloria Giles are transformed by participating in civil action, including a "Tent City" protest in Washington D.C.