In 1935 when Joseph E. Ragen reluctantly accepted the wardenship at Joliet Prison in Illinois, he was well aware of the difficulties. The wild stories of Joliet, built upon actual histories of rampant riots, murders, briberies and successful escapes, were a direct invitation to the first, offender to sustain that institution's notorious reputation. Ragen's reconversion of Joliet from a chaotic ""prisoner's paradise"" to a model prison necessarily encompassed all areas of prison life. Initiating a more rigorous discipline entailed first cleaning up the staff and maintaining only those of sturdy physical and mental mettle. Improvements in the diet, in sanitation and in the physical plant came next. Ragen's personal interest in the men prompted him to acquire the tools of intellectual and vocational vocation all rehabilitation. The many case histories and the few glimpses into the warden's private and political life add an interesting dimension to the somewhat superficial description of what happened to Joliet.