The purpose of this paper is to explore the feelings and reactions of university students enrolled in the Inside-Out Prison Exchange Program. Inside-Out is a nationally recognized program that has provided the framework for college courses to take place inside the walls of prisons and jails. Both college and university students and residents of correctional facilities take a college-level course, together, inside a correctional facility. Throughout the semester, students are required to write reflection papers that detail their observations, analyses, and reactions to the class sessions. The current research analyzed these papers to explore how the course was impacting students. Findings indicate that students had a wide range of reactions to the course, and often found themselves questioning their beliefs, punishment philosophies, and thoughts on the criminal justice system as a whole and the corrections system specifically.