Carl Panzram is sent to Leavenworth Prison for burglary. While there, he is brutally beaten by a guard. Neophyte guard Henry Lesser feels sympathy for Panzram, befriends him, and gets him to write his life story. Lesser learns that Panzram's past is much more violent than he thought, but also that he's capable of being a much better person than the rest of the prison staff believes - or so Lesser thinks.

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James Woods

Carl Panzram

Robert Sean Leonard

Henry Lesser

Ellen Greene

Elizabeth Wyatt

Cara Buono

Esther Lesser

Robert John Burke

R.G. Greiser

Richard Riehle

Warden Quince

Harold Gould

Old Henry Lesser

John Bedford Lloyd

Dr. Karl Menninger

Jeffrey DeMunn

Sam Lesser

James Murtaugh

Walter Bailey

James Woods — Carl Panzram

James Howard Woods (born April 18, 1947) is an American actor. He is known for starring in films such as Once Upon a Time in America, Salvador, Nixon, Ghosts of Mississippi, Casino, and Hercules, as well as in the television legal drama Shark. He has won two Emmy Awards, and earned two Academy Award nominations.

Robert Sean Leonard — Henry Lesser

Robert Sean Leonard (born February 28, 1969) is an award-winning American actor.

Ellen Greene — Elizabeth Wyatt

Ellen Greene (born February 22, 1951) is an American singer and actress. Greene has had a long and varied career as a singer, particularly in cabaret, as an actor and singer in numerous stage productions, particularly musical theatre, as well as having performed in many films (notably in Little Shop of Horrors) and television programs. She starred as Vivian Charles on the ABC series Pushing Daisie