The growth of managerialism has led to the expansion of technologies of control and monitoring within prisons, including key performance targets and audits. A longer-standing method of prison regulation is provided by HM Inspectorate of Prisons (HMIP). This article draws upon ethnographic research in order to consider how inspection is located in the context of managerialism. The article explores the structure of inspection and the micro-processes of practice and culture. It is argued that prison inspection provides a distinctive form of monitoring that is concerned with the lived experience of imprisonment rather than management systems and promotes values of humanity as opposed to those of economic rationality propagated by managerial practices.Independent prison inspection forms a critical element of how English and Welsh prisons are assessed and are part of a wider system of performance management and measurement (Laming 2000). This article is concerned with the ways in which prison management, in common with other forms of public sector management, has come to be characterised by managerialism and how inspection is situated in that context. The article argues that prison inspection resists the processes of managerialism and is, instead, concerned with connecting management and monitoring within the lived experience of prisoners.The article opens by describing the work of HM Inspectorate of Prisons (HMIP). It then goes on to summarise the growth of managerialism in the public sector and how this has shaped, or reshaped, processes of regulation including audit, performance monitoring and inspection. The article then reports the findings from an ethnographic study of prison managers and a subsequent small-scale ethnographic study of the conduct of a prison inspection. These findings attempt to reveal the structural features and micro-level processes that make inspection distinct from other forms of management monitoring and auditing. The article concludes by discussing the implications for penal power and values.