Carol Denning was an inmate at Litchfield Penitentiary Maximum Security. She was the sister of Barbara Denning and Debbie Denning, and one of the main antagonists of Season 6. She was portrayed by Henny Russell and Ashley Jordyn.

Personality Edit

Carol Denning displays many psychopathic tendencies. She has a temper that flares up at various points. That tendency to lash out leads her into trouble during her youth. As she gets older, though, she learns to use that rage in a slower, more intelligent way. She never appears to express guilt, unless it is for herself. Her mindset is vengeful and self-centered, causing her to be highly manipulative and violent.

Carol was the younger, less popular sister. She had glasses and did not seem to draw men to her like Barbara did. (It’s possible Carol’s personality and angry demeanor contributed to why she did not have the same magnetism.)

Her anger plays out in various, powerful ways throughout the season. Before prison, she is shown being impulsive when angry. She almost hits her younger sister and does not think of a solid plan after she suggests killing her.

Then, while still young in prison, she behaves erratically and violent. This scares most inmates into obeying her. Despite her impulsiveness, she does seem aware of her inability to think long-term. (Her sister, Barbara, had helped with those details before and Carol knew both of their strengths.) This is why she employs Frieda (and probably others) to act as bodyguards and to keep her from making mistakes when angry.

As she gets older, she appears to quell much of her impulsiveness. She relies on others less. She now uses them to her advantage instead of actually needing them. When put into a cell with Barbara, both realize they cannot beat each other because of a present guard. Instead, they wait and carry out their attempted murders long term. Therefore, Carol and Barbara may have evolved in some ways, but they ultimately remain anger driven.

Her father was shown to have been abusive in some manner, perhaps a cause of Carol's cold and psychopathic nature. 

Physical Appearance Edit

As a younger girl, Carol was slender with dark-ish brown hair. As she got older, her hair got grayer and her face hollowed out. She retained her glasses. Flashbacks of Carol from her days before prison show her with candy in her mouth. While young and in prison, she is shown constantly smoking cigarettes. Now, she is almost always shown with a lollipop in her mouth.

Biography Edit

Before Litchfield Edit


A young Carol watches her sister kiss a boy.

Carol and her family moved around so they could cater to the youngest member, Carol and Barbara’s sister Debbie, and her rhythmic ribbon competitions. This deeply bothered both Carol and Barbara. After learning of another move, Carol angrily suggests murdering Debbie. Barbara shows apprehension at first but it fades as she considers the possibilities, reminding Carol that they would need a plan. Carol then shows Barbara her graphic drawings of her killing Debbie. Some of the disturbing drawings appear to predate their conversation.

As an older teenager, both Carol and Barbara worked in an eatery as waitresses. One evening, while Barbara worked at the bar and Carol on tables, a man entered and asked a separate waitress for a glass of ice. The waitress misheard, assuming he said "the classifieds". The waitress handed a newspaper to the customer. Confused, the customer informs the waitress he asked for a "glass of ice", amused, the waitress tells Barbara and Carol, who both burst into laughter. ("Be Free")

At home, Barbara and Carol argue with their parents about moving once again to cater to Debbie's competitions. The parents leave, saying they will be home later. Debbie asks Barbara to help her release her tadpoles into a pond. Something angers Carol and she lunges toward Debbie, grabbing her tadpoles and threatening to throw them on the ground. Barbara steps in and tells Carol to stop while using facial language to insinuate that the two older sisters should act on their plan tonight. The three sisters then decide to go to the lake to set the tadpoles free, however, this is Barbara and Carol's plan to kill Debbie.

At the lake, Carol remains in the car while Barbara takes Debbie to the lakeside to pour her tadpoles into the lake. Not showing much interest, Barbara tells Debbie the tadpoles will die from the cold, but Debbie informs her of the adaptions tadpoles have for winter. Debbie then explains that she dislikes moving as much as Carol and Barbara, and asks her parents to stay, but they don't listen. A sign of remorse is shown from Barbara from this, but this is interrupted when Carol runs at the two with a hatchet. Barbara tells Debbie to get into the car and lock herself in. This, however, is a ploy to trap Debbie in the car when Debbie realizes the locks in the cars don't work as Barbara had removed them. Together, Carol and Barbara roll the car into the lake as Debbie screams and they watch it sink. ("Chocolate Chip Nookie")

Arrival at Litchfield Edit

At Litchfield, shortly after their arrival, Carol and Barbara are shown together in a cautiously friendly way. Barbara listens to Carol as she tells the story of the classifieds/glass of ice mix up in anger. Barbara interrupts Carol's story and tells the group that it instead happened to her, and not Carol. The two argue and begin a fight. This is what caused the rivalry between D and C dorms. ("Chocolate Chip Nookie")

In the 80's, after this, when Frieda Berlin is incarcerated and makes friends with Carol, who make a business out of selling contraband. Barbara arrives to confront Carol and Frieda about mutually agreed rules that had been breached between the dorms on what contraband they may sell. Barbara attempts to intimidate Frieda and Carol, until Frieda pulls a shiv out on Barbara and her gang, causing them to walk away.

In lieu of this, during a game of kickball, Carol commences an ambush on the opposing dorm during a game of kickball. Carol stabs the ball during her turn as a symbol of war, and charges at Barbara and tackles her to the ground. Carol demands Barbara explain what she did with the contraband, but Barbara reveals that it was most likely Frieda who took it. This is revealed to be true. ("Look Out for Number One")

Season Six Edit

Carol got 30 more years added to her sentence and is the head honcho of her block and becomes a close friend to Red when they bond over their hatred towards Frieda. Madison Murphy and a few other inmates take on the jobs as her underlings to bring death to Barbara’s block. Carol is always seen playing cards with her closest friends. In “Be Free”, she meets Barbara in the janitor’s closet to wait for the two blocks to go at each other during a kickball game, but when it doesn’t happen, they begin to turn on each other, Carol saying that she was only there to kill Frieda, but Barbara accused her of lying like she does all the time and Carol uses her famous catchphrase: “Bulltrue!” After a quick flashback to the “Classifieds” joke, Barbara’s body can be seen lying on the floor in front of the closet with her throat slit and a dying Carol is crawling away with a shiv in her back before she dies a few seconds later, CO Copeland and CO Alvarez discovering their bodies.


Family Edit

  • Ronnie Denning (father)
  • Alice Denning (mother)
  • Barbara (older sister; deceased)
  • Debbie (younger sister; deceased)



Memorable Quotes Edit

— Carol Denning's catchphrase

Appearances Edit

Navigation Edit

Inmate Navigation
Maximum Security Alex Vause  •  Galina Reznikov  •  Lorna Morello  •  Nicky Nichols  •  Tiffany Doggett  •  Frieda Berlin  •  Irene Cabrera  •  Cindy Hayes  •  Marisol Gonzales  •  Madison Murphy  • Dayanara Diaz  •  Rosalie Deitland  •  Antoinetta Kerson   •  Annalisa Damiva  •  Raquel Munoz  •  Tina Swope  •  Alana Dwight  •  Nicole Eckelcamp  •  Beth Hoefler  •  Maria Ruiz  •  Suzanne Warren  •  Adeola  •  Gloria Mendoza  •  Dominga Duarte  •  Charlene Teng  •  Lolly Whitehill  •  Shruti Chambal  •  Elsie
FDC Cleveland Carrie Black  •  Carmen Aziza  •  Helen Van Maele
Metropolitan Detention Center Corrine Hill  •  Joyce  •  Felicia  •  Araceli  •  Darius McRae
Unknown prison Maritza Ramos  •  Alison Abdullah  •  Janae Watson  •  Michelle Carreras  •  Leanne Taylor  •  Angie Rice  •  Brook Soso  •  Norma Romano  •  Erica Jones  •  Anita DeMarco  •  Gina Murphy  •  Brandy Epps  •  Kasey Sankey  •  Jennifer Digori  •  Stephanie Hapakuka  •  Rhea Boyle  •  Shelly Ginsberg  •  Lea Guerrera  •  Randolita  •  Mei Chang  •  Reema Pell  •  Jeanie Babson  •  Jayne Cooke  •  Gerrman  •  Ramona Contreras
Last seen in Minimum Security Irma Lerman  •  A-Rod  •  Annie Valdez  •  White Cindy  •  Loretta Fisher  • Voth  •  Jayne Cooke
Released inmates Piper Chapman  •  Stella Carlin  •  Mercy Valduto  •  Sara Rice  •  Linda Ferguson  •  Aleida Diaz  •  Sophia Burset  •  Jane Ingalls  •  Jimmy Cavanaugh  •  Judy King
Deceased inmates Poussey Washington  •  Yvonne Parker  •  Tricia Miller  •  Maureen Kukudio  •  Carol Denning  •  Barbara Denning  •  Rosa Cisneros