This article examines the ways in which music making can inspire and facilitate social change amongst the “society of captives.” It explores the social dynamics of prison music projects, and then looks at the ways in which music making can begin to transform the wider social world of prison. It reports a qualitative investigation of two such projects delivered by the Irene Taylor Trust (ITT) in a medium-security, adult male prison in England. Methods comprised participant observations of the projects over a period of 14 months, and semi-structured interviews with prisoner participants, facilitators, and members of prison staff.