- [a guard dismisses Abruzzi's P.I crew from the dilapidated room they are redecorating, and also digging through the floor as part of the escape plan, so he can have sex with the Warden's secretary inside. After he is done he leaves, watched by Scofield and the rest of them]
- Fernando Sucre: Do you think he found the hole?
- Theodore "T-Bag" Bagwell: [about Tweener] Boy's a bit confused about his pigmentation, but he sure does have spunk.
- Lincoln Burrows: LJ. Thank God. Are you all right?
- LJ Burrows: No. Nowhere near it.
- Lincoln Burrows: What do you mean? Where are you?
- LJ Burrows: What they're saying about me, it's not true, it's...
- Lincoln Burrows: I know it's not true.
- LJ Burrows: They killed her. They killed her. Right in front of me. They killed her right in front of my eyes, and, and, and, why are they doing this?
- Lincoln Burrows: You gotta - you gotta - listen! Listen! You gotta step up, you gotta be the man now. You understand me? You understand me, LJ?
- Theodore "T-Bag" Bagwell: You'll have to forgive my boy... he has the propensity to be a bit gregarious when he shouldn't be.
- Captain Brad Bellick: [to Sucre] Hey, what do you think this is, siesta? See that? See my face up there? Any idea how it got there? Work ethic. Those two words mean anything in your country? You're on P.I., so quit slow-working me.
- Theodore "T-Bag" Bagwell: Not a good position you find yourself in is it?
- [sits down next to Tweener on the bleachers]
- Theodore "T-Bag" Bagwell: Whites don't want you, blacks don't want you. Your just caught in the middle aren't ya?
- [looks at Tweener]
- Theodore "T-Bag" Bagwell: A regular 'Tweener'
- [Tweener looks back at T-Bag, silently]
- Theodore "T-Bag" Bagwell: We're different, you and me by every way... We're also a lot alike. Couple o' dogs with running noses that nobody loves.
- [stares at Tweener tastefully]
- Theodore "T-Bag" Bagwell: How's that knee by the way?
- [squeezes Tweener's knee]
- David 'Tweener' Apolskis: [jerks off the bleacher] What the hell you doin' man?
- Theodore "T-Bag" Bagwell: - No, no, no don't get me wrong, I'm just a friend.
- David 'Tweener' Apolskis: Yeah a fruity friend. I don't need none of that.
- Theodore "T-Bag" Bagwell: Easy now.
- David 'Tweener' Apolskis: No, no you think you can get up with this, you got another thing comin'. You homo.
- Theodore "T-Bag" Bagwell: [looks appalled] You got a foul mouth you know that?
- David 'Tweener' Apolskis: Yea, I do and you come near me again I kill you.
- Theodore "T-Bag" Bagwell: I'm just a friend.
- David "Tweener" Apolskis: A fruity friend. I don't need none of that.
- Theodore "T-Bag" Bagwell: Easy now.
- David "Tweener" Apolskis: No. You think you're getting up in this, you got another thing coming.
- Secret Service Special Agent Paul Kellerman: [cocks gun] You hear that? Did you hear it? You know what that means? Why don't you ask your mom what that means? Oh, I'm sorry, you might have trouble getting an answer out of her right about now, huh?