- Happy: I'd like to have you meet "The Professor." Quite the ladies man until he retired to this joint. Married 3 dames at the same time.
- James Brent: Bigamy, eh?
- Professor: No. Two wives is bigamy. Three is trigamy. Ha ha ha.
- Dr. William 'Bill' Collins: It isn't that you die, Nick. Everybody dies - and only once. It's what you die for. Sometimes that can make you live forever.
- R.J. Reynolds, Sunday Editor: [talking to Mike, one of his reporters] Now, Mike, here's what I want. When a millionaire goes to prison, that's news. But when five of 'em go, that's almost a social revolution. So, play it up big. Now, here, you can start in on these two. Bruce Vander and Harold Kellogg.
- R.J. Reynolds, Sunday Editor: [lays out portrait photos of the two men] But use the soft pedal on them. They're a couple of nice guys. Nothing vicious about 'em at all. Their lawyers got 'em tangled up in some corporation. That's not entirely their fault. You know, a couple of harmless saps that got caught.
- R.J. Reynolds, Sunday Editor: [lays out two more photos] Now, these two you know. James Brent and Sid Keats. Now these babies are *real* crooks... Now, you can really go to work on Brent and Keats. They've cost the public more money than the Panama Canal. And I think they even sold that twice. So don't pull any punches on 'em - they got it coming.
- Nick Burton: [in the doctor's office, both looking out window over the prison yard] Doc...
- [points to the yard]
- Nick Burton: on the other side of that wall over there I wouldn't try to tell you anything. But on this side, I give you a little tip.
- Dr. William 'Bill' Collins: Go ahead.
- Nick Burton: If you get a chance to do anything in here, take it. There's a lotta guys walkin' around this joint goin' stir-crazy because they got too much time to think about themselves...
- Tony Brody: [talking about putting money into a copper mine] Hey. Think I oughta throw in my whole 12 Gs in this deal?
- Nick Burton: I wouldn't be knowin' that, Brody. I'm in.
- Tony Brody: I'd hate to lose all that dough, Nick.
- Nick Burton: Nobody's toutin' you on it.
- Tony Brody: Well, if you like it, I'll try to shake Marie loose from that dough. When you put a piece of money in my old woman's hands it turns to glue.
- May Thomas: [when visiting Nick in prison] Are you behaving yourself, Nick?
- Nick Burton: *Sure.* I'm a model prisoner.
- May Thomas: Five years isn't so long, darling.
- Nick Burton: Not if you say it fast.
- May Thomas: I've saved a little money. It'll give us a start.
- Nick Burton: [seriously] Don't starve yourself, kid.
- [pauses, laughs]
- Nick Burton: I don't like skinny women.
- Warden Tom Hammond: [after Nick enters the warden's office] Sit down, Nick.
- Nick Burton: [smiling] No, thanks. They tell me the guy sittin' down always loses the argument.
- Warden Tom Hammond: If I were fired tomorrow, I'd tell my successor to contact *you* before trying to run this institution.