The new warden of a small prison farm in Arkansas tries to clean it up of corruption after initially posing as an inmate.

Henry Brubaker: I don't see playing politics with the truth.
Richard 'Dickie' Coombes: What you gon' do about Abraham?
Henry Brubaker: I've got Purcell filling out forms in triplicate, and I'm going to get him released just as soon as I-
Richard 'Dickie' Coombes: Now why do you wanna go and do that?
Henry Brubaker: Do what?
Richard 'Dickie' Coombes: Look, why don't you just leave him be. I mean, all he knows is this place.
Henry Brubaker: You - You knew that he had been in here as long as he'd been in here.
Richard 'Dickie' Coombes: Just leave him alone. He's not- He's not botherin' nobody here.
Henry Brubaker: Hey... You can't hide in prison forever, Coombes.
Henry Brubaker: That's murder they're talking about in there. And if they condone it, how are you gonna turn around and tell these guys why they're locked up?
Roy Purcell: Roy. Roy. Do I get the desk job?
Roy Purcell: You want a desk job, huh? I got a desk job for ya.
Roy Purcell: [opens phone book]
Roy Purcell: Spell "opthamology".
Roy Purcell: Say WHAT?
Roy Purcell: [tosses book and walks away] Jesus.
Zaranska: Let's just take a little bit off around the ears.
[hands barber $2]
Barber: Costs five to get you no haircut now, Zaranska. Two only gets you a crew-cut.
Zaranska: Fuck, I could use this on a bed.
Barber: It'll all come off then. Maybe an ear with it.
Barber: [later] What's it be, my man?
Henry Brubaker: [hands barber $5] Leave the ears.
[last lines]
Richard 'Dickie' Coombes: Brubaker, I'm getting ready to tell you something. You were right.
Henry Brubaker: Tower number 3 - who'm I looking at? He's looking at me.
Richard 'Dickie' Coombes: Up there, you got Douglass Mizell.
Henry Brubaker: Who the hell is Doug Mizell?
Richard 'Dickie' Coombes: He's a forger. Three times grand theft.
Henry Brubaker: I want a rundown on everybody that's got tower duty. I-
Richard 'Dickie' Coombes: I do believe that's Purcell's job, sir.
Henry Brubaker: I want only murderers up there; one-time impulse killers.
Richard 'Dickie' Coombes: Well, aren't you taking kind of a chance doing that? Aren't you? I mean, uh...
Henry Brubaker: No, it's the habituals you can't trust. Murderers - most of 'em - already have it out of their system. Guys like you, right?
Richard 'Dickie' Coombes: [laughs] There's nobody around here like me.
Huey Rauch: Sanitation detail. You too, Bullen!
Richard 'Dickie' Coombes: Now, wait a minute. This man's hurt.
Huey Rauch: You just deal with colored - I'll take care of the white folks. 'Sides, I don't think Bullen's got much more'n refried shit for brains this morning.
Roy Purcell: [yelling at the house] I don't know who's in there or what's going on, but the warden of Wakefield prison is out here, and we're probably coming in!
Richard 'Dickie' Coombes: Hey, Brubaker, you know something? That's the first time I've heard those guys laugh in fifteen years!
Henry Brubaker: It doesn't bother you, does it?
Richard 'Dickie' Coombes: I don't get men like you, you're all dangerous men. You start wars and you let other people fight them, you come in and say 'do this, do that, think this way, walk this way', you put a sign in some fool's hand and say 'follow me around I've got the whole thing figured out, so you can change things for the better! Well that's a lot of bullshit! There's only one thing you do - that's get people killed!
Mr. Clarence: Now, I am corrupt - that's right - just like the rest of you. But I am honest about it. Now, you VOTE for Mr. Clarence, you know exactly what you gettin'.
Henry Brubaker: What happened? What happened to your eye?
Abraham Cook: Oh, got hit.
Henry Brubaker: With what?
Abraham Cook: With a baseball bat, a trace chain, and a rope with knots in it.
C.P. Woodward: I'm not in the construction business for my health.
Henry Brubaker: Or anybody else's, it seems.
Henry Brubaker: You're not eating?
Richard 'Dickie' Coombes: I don't eat that shit you're eating.
Henry Brubaker: Do you know anything about nutrition?
Richard 'Dickie' Coombes: I know about hungry.
Lillian Gray: You can't reform the system if you're not in it.
Henry Brubaker: Hey. Can we talk?
Walter: Who the fuck are you? I want the man!
Henry Brubaker: I am. I am the man. I'm the new warden here. My name's Henry Brubaker.
Walter: [throws Bullen and advances on Brubaker] Man, don't be fucking with my head. 'New warden' my ass!
Henry Brubaker: It's true - I swear it.
Walter: Then how come you look like a scumbag?
Henry Brubaker: 'Cause I'm fooling those guys out there.
Lillian Gray: I want to know why you always think you can just walk out.
Henry Brubaker: Because that's murder they're talking about in there. And if I condone it, you can't turn around and tell these men why they're locked up. It's one standard for everyone, the way I see it.
Lillian Gray: And you can't see any options, no middle ground.
Henry Brubaker: No, I don't see playing politics with the truth, Lillian.
Lillian Gray: No way to compromise?
Henry Brubaker: Oh, on strategy, maybe... but not on principle.
Lillian Gray: [flustered] But that's what I... goddamn it, I agree with you...
Henry Brubaker: [bluntly] No you don't. Not really.
Larry Lee Bullen: I got picked up for vagrancy - a misdemeanor. Next morning, the toilet's broke clean off the damn wall. There's six men in the cell, and they stick me with destruction of city property over $50. Felony number three.
Henry Brubaker: Habitual. That judge gives you life for a toilet.
Larry Lee Bullen: Yeah, or give me the toilet for life. Same difference. Anyhow; here I am shoveling shit for dead men.
Henry Brubaker: Instead, how'd you like to be a trustee, and run my motorpool?
Larry Lee Bullen: Mr. Brubaker, I've been studying you since you first come in. And it's come clear to me that you are one weird fucking individual. I ain't got you figgered out yet - whether you're a good thing or a bad one.
Henry Brubaker: Does that mean you'll run my motorpool?
Larry Lee Bullen: [whistles] Wear them khakis? Get me a guitar? Be the warden's new boy?
Henry Brubaker: No, you're smarter than that.
Larry Lee Bullen: The whole world's fucked up, Mr. Brubaker. Ain't no use.
Henry Brubaker: Why don't we build them a roof that won't cave in on their heads?
Huey Rauch: That's enough.
Henry Brubaker: An insured roof, this time.
Glenn Elwood: What do you mean?
Henry Brubaker: The collapsed roof isn't covered at all - that's what I mean. But we DO have coverage for thrashing machines, balers, swathers, a tractor...
Huey Rauch: Sounds pretty sensible to me to have the things insured. I approved those policies personally.
Henry Brubaker: You did more than that: your company sold us the policies. The only trouble with it is: we don't have any of that equipment on our farm. It doesn't exist.
Huey Rauch: What you HAVE got Mr. Brubaker is a piss-poor attitude.
Henry Brubaker: Mess with me now; you're gonna regret it later.
Richard 'Dickie' Coombes: We don't work this thing out fast, mister, you're not gonna be around later.
Henry Brubaker: Do you want ID?
Richard 'Dickie' Coombes: Listen, man. All I have to do is raise my right hand and that tower guard's gonna blow you out.
Henry Brubaker: ...or you can continue walking with me, like the smart escort I figure you to be.
Larry Lee Bullen: [looking at pretty girl] God Almighty. Do you know what I'd like to do with her?
Rory Poke: Yeah, I know what you'd like to do.
Larry Lee Bullen: You're wrong. You ever just want to talk?
Rory Poke: Shit. You been whackin' it so long Bullen your mind's startin' to collapse in on itself.
Henry Brubaker: What are you in for?
Abraham Cook: Manslaughter. Killed my baby brother with a rock.
Henry Brubaker: How long were you sentenced?
Abraham Cook: 35 years.
Henry Brubaker: [looks over Abraham's file] How long have you been here?
Abraham Cook: You know the answer to that.
Henry Brubaker: Yeah, 38 years and six months.