| Director | Bob Rafelson, Stuart Rosenberg |
|---|---|
| Budget | $9 million |
| Box office | $37.1 million |
In 1969, Henry Brubaker arrives at Wakefield State Prison in Arkansas disguised as an inmate. He witnesses rampant abuse and corruption, including open and endemic sexual assault, torture, worm-ridden food, fraud, and rampant graft. During a dramatic standoff involving Walter, a deranged prisoner being held in solitary confinement, Brubaker reveals himself as the new prison warden, to the amazement of both prisoners and officials alike.
Brubaker attempts to reform the prison, with an eye towards prisoner rehabilitation and human rights, clashing frequently with corrupt officials on the state prison board who have profited from graft for decades. He recruits longtime prisoners, including trustys Larry Lee Bullen, Richard "Dickie" Coombes, and former warden's clerk Purcell (who secretly remains loyal to the unscrupulous trustys) to assist him. Lillian Gray, a public relations specialist for the governor's office, attempts to influence Brubaker to reform the prison in ways casting the governor in a positive light.
Brubaker fires his crooked bookkeeper, who sold a stash of illicit food ostensibly for inmates for a profit, tosses the former prison doctor out of the facility when he learns inmates were being charged for medical treatment, and burns down an illicit pleasure shack on prison grounds where influential trusty Huey Rauch and his girlfriend Carol live. After a roof cave-in in the prison barracks, Brubaker meets with C.P. Woodward, a lumber salesman and longtime participant in the prison graft scheme. Woodward's contract is terminated for using prisoners as slave labor, pocketing contract money and building a substandard roof. An inmate council is formed, allowing the inmates to govern themselves. At their first meeting, Abraham Cook, an elderly black inmate still imprisoned three years after the end of his sentence, confesses to Brubaker he was instructed to construct coffins for murdered prisoners. Abraham is lured to the medical ward by Eddie Caldwell, a sadistic trustee, Purcell, and Rauch, and he is tortured with a Tucker Telephone. Many of the members of the prison board are enraged at the disruption of their graft schemes and threaten to withdraw investments to improve the prison. Brubaker accuses the board head John Deach of defrauding the prison through fake insurance policies and uninsured buildings.
Brubaker discovers Abraham's body suspended from the flagpole outside his residence, and excavations near the prison locate multiple unmarked graves containing prisoners who died violently. Gray, a liberal prison board member named Edwards, and corrupt State Senator Hite, promise funding for the prison in exchange for a halt on excavations, telling him it is actually an abandoned pauper's graveyard. Coombes threatens Rauch over his participation in Abraham's death and Rauch escapes to a local restaurant, pursued by Brubaker and several trustys. Bullen and Rauch are killed in a shootout. The violence outside the prison enables the board to fire Brubaker. During a hearing about the exhumed bodies Brubaker interrupts the board's false testimony with a comment about saving taxpayer money by shooting prisoners.
Brubaker exits the prison as the new warden, hardline disciplinarian Rory Poke, addresses the inmates. Coombes approaches Brubaker and tells him simply, "You were right." Coombes begins clapping, and the convicts ignore Poke and approach the fence, clapping a farewell to a teary Brubaker.
A pre-credits title card reads: