A faithful rendition of the Thomas Hughes book of life at the famed Rugby School for Boys in 1834, when Dr. Thomas Arnold (Robert Newton), headmaster, was trying to alleviate the brutality of the "hazing system", which was supposed to make men of the young boys, but which actually was a mask for passionate, unregenerate cruelty. The primary story has Tom Brown (John Howard Davies) ragged continually by one particularly brutal upper-class-man, Flashman (John Forrest). Tom's bravery and school-spirited silence gains him Arnold's admiration.