A court-martialed general rallies together 1200 inmates to rise against the corrupt system that put him away.

[first lines]
Irwin: Take a look at a castle. Any castle. Now break down the key elements that make it a castle. They haven't changed in a thousand years. 1: Location. A site on high ground that commands the territory as far as the eye can see. 2: Protection. Big walls, walls strong enough to withstand a frontal attack. 3: A garrison. Men who are trained and willing to kill. 4: A flag. You tell your men you are soldiers and that's your flag. You tell them nobody takes our flag. And you raise that flag so it flies high where everyone can see it. Now you've got yourself a castle. The only difference between this castle and all the rest is that they were built to keep people out. This castle is built to keep people in.
Irwin: [Winter is trying to compromise with Irwin] No. Not OK. It's too late, Colonel.
Winter: It's too late for what?
Irwin: For your offer. The men don't want to salute. They don't want to use rank. They don't want better food, they don't want more TV. They just want your resignation. So do I.
Winter: My resignation?
Irwin: You're a disgrace, Colonel. A disgrace to the uniform. You should not be allowed to retain your command.
Winter: Well, then, I guess I'd better go pack.
Irwin: I think you should.
Winter: Tell me, Mr. Irwin, what's to stop me from just placing you in the HOLE, for say six months?
Irwin: Nothing. If that's the way you want to win.
Irwin: We can no long wear the uniform of the soldier. We forfeited that right and that includes me. I disobeyed an executive order, I violated my duty as a commanding officer. And eight men paid a catastrophic price. It's a mistake not easy to live with. So here I am just like you, a convicted criminal. Only difference between you and me is, I know I'm guilty.
[the prisoners laugh]
Irwin: So we're packed away here as prisoners. And one thing is certain, our captor have the power. They can humiliate us, they can beat us, they can lock us away in a dark hole for days on end. But there's one thing they cannot do. They cannot take away from us, who we *are*. And we are soldiers! And it is the one thing, the ONE thing that gives us a chance in here. And that nobody can take away!
Irwin: [while looking at Winter's military collection] Any man with a collection like this is a man who's never set foot on a battlefield. To him a minié ball from Shiloh is just an artifact. But to a combat vet, it's a hunk of metal that caused some poor bastard a world of pain.
Yates: I thought there was one thing that you should know, when they take the castle the are going to hang the flag upside down.
Winter: Upside down?
Yates: It's the international sign of distress.
Winter: Yes I know what it means. Where exactly do the plan to get a flag?
Yates: They already have one... Yours.
Winter: My Flag?...
[goes to his flag box, sees that the flag is gone]
Winter: Peretz who was in here yesterday?
Yates: I took it you murdering fuck!
Winter: I thought you were smarter than that.
Yates: Ya I know you did.
Winter: See, I too share the burden of command. You may not think that I've ever set foot on a battlefield, but that's because you've never sat behind this desk. This desk! My men and I are vastly outnumbered. We spend every day behind enemy lines because, make no mistake about it, Mr. Irwin, they are the enemy! But then, I don't have to justify myself to YOU, do I, Mr. Irwin?
Irwin: I don't know. Do you?
Yates: My father was with you in Hanoi.
Irwin: What's your name?
Yates: Yates.
Irwin: Yates? Sam Yates?
Yates: That's right.
Irwin: Good man.
Yates: Nah, he wasn't.
Irwin: After 30 years everyone's a good man. It's the law.
Irwin: Colonel. I'm taking command of your prison.
Winter: Like hell you are!
Cpl. Ramon Aguilar: That was a salute.
Irwin: A sa... Oh, no.
[laughs]
Irwin: I don't think so. You know where saluting comes from?
Cpl. Ramon Aguilar: No, sir.
Irwin: It comes from medieval times. Two knights would approach each other on horseback. They would raise their visors and show their faces. It's like they're saying, "This is who I am. I'm not the enemy and I'm not afraid." A salute's about respect, son. Respect for yourself, the service and the flag.
Gen. Wheeler: You know, I've been hearing some pretty disturbing things about what goes on in here, and now I'm hearing them from a man I trust and who's opinions I respect!
Winter: May I speak freely, sir?
Gen. Wheeler: Granted.
Winter: With all due respect, sir, I don't know what you've been 'hearing'. But until you've spent some time in the yard with those animals you have no idea what happens in here.
Gen. Wheeler: Point taken, Colonel. Nevertheless, if I hear of anyone else dying under your command, you are THROUGH here. Do YOU understand ME?
Winter: Yes, sir.
[observing Irwin "leading" the inmates in rebuilding the wall]
Winter: Bring him to my office!
Capt. Peretz: Who's that?
Winter: The Prince of Venezuela! Who do you think I mean?
Capt. Peretz: General Irwin.
Winter: *Mr* Irwin!
Doc: You call a three star general, "Man?" What are you going to call him next? "Dude?"
Winter: What do you expect from your time at The Castle?
Irwin: Nothing. I just want to do my time, and go home.
Winter: That is the perfect answer.
[on having his hands visible all the time during Gen. Wheeler's visit]
Irwin: I guess that rules out the hand-job.
Dellwo: What happened here today happens all the time, sir.
Irwin: So let me get this straight. You mean there's violence, in a prison packed with violent criminals?
Winter: Give me back my flag!
Irwin: It's not your flag.
[Irwin and Enriquez are playing chess]
Irwin: Very good. You have check-mate in five moves.
Enriquez: Looks that way, sir.
[Irwin moves his knight]
Enriquez: Why are you moving if I have check-mate in five moves?
Irwin: 'cause I have check-mate in three.
Enriquez: Shall we, er, call it a draw?
Gen. Wheeler: You thought he was going to try to take me hostage?
Winter: Yes, sir, it was a precautionary move.
Gen. Wheeler: What the hell kind of grab-ass unit are you running here, Colonel?
Winter: Tell me, Mr. Yates, how does a man like you get into West Point?
Yates: My father was a winner of the Congressional Medal of Honor, sir.
Winter: [with disdain] Oh, right. Sometimes the apple does fall far from the tree.
Gen. Wheeler: I don't think you really want to make general, do you Colonel? I mean, you'd have to give up all of these perks.
[laughs]
Gen. Wheeler: Sorry, go on.
Winter: Yesterday Mr. Irwin told me he required my resignation. Frankly I think he's started to lose the plot.
Gen. Wheeler: You saying he's delusional?
Winter: I'm saying he needs professional psychiatric help. He's sick and becoming pathetic.
Gen. Wheeler: Uh, you might want to be a little careful with your word choice. That sick, pathetic man put this star on my shoulder.
Winter: Yes, sir. I know. I also know that you sat in on his court martial.
Gen. Wheeler: And don't tall about things that are above your pay-grade. Hmm?
Winter: Yes, sir.
Yates: I've never crashed one before.
Irwin: I'm not fighting anyone or anything, anymore.
Winter: Do you see how easy it is to manipulate men?