Huey P. Newton, co-founder of the Black Panther Party for Self-Defense, was convicted of voluntary manslaughter of a police officer (Oakland, CA) in September 1968. He was sentenced to 2 to 15?years in prison. For 22?months, he was incarcerated at California Men’s Colony in San Luis Obispo, CA under “lock-up”—a system which gave him very limited interaction with the general prison population. During this time, Newton had no direct contact with members or leaders of the Black Panther Party. Furthermore, he was restricted to ten persons on his visiting list, nine of whom had to be members of his immediate family. The author of this paper was the tenth person on Newton’s visiting list. For the entire period of his incarceration, I visited with Newton almost every Friday from 9:00?a.m. until 4:00?p.m. Following each visit, I would record a detailed memoir of our discussions, the general circumstances in the prison, and my reflections on everything that had transpired. This paper discusses the 22?months Huey P. Newton was in California Men’s Colony. It describes how we organized our sessions so the conversations would be of value to him during the following week. It also includes a description of some of the major ideas we shared, including how Newton developed some of his decisions about the Black Panther Party as well as his personal life. Finally, the paper includes my own observations about Newton and how he managed his life as an inmate “lock-up-in a maximum security prison. Newton was released in August 1970 following the reversal of his conviction by the California Appellate Court. He died in 1989. He was 47?years old.