Based on the novel by Thomas Hughes, a new headmaster and a courageous student help to reduce the bullying at Rugby School.
Tom Brown (Jimmy Lydon) and East (Freddie Bartholomew) mourn the death of Thomas Arnold in 1842, recalling the past. Squire Brown (Ernest Cossart) asks tutor Dr. Arnold (Cedric Hardwicke) to be headmaster at Rugby. Arnold's wife Mary (Josephine Hutchinson) urges him to accept. Dr. Arnold proclaims freedom and responsibility instead of tyranny. Three boys are caught stealing ducks but lie to Dr. Arnold, who expels them. People complain about his expulsions; but Squire Brown supports Dr. Arnold and sends his son Tom Brown as a student with a sovereign. After saying good-bye to his family, Tom Brown is greeted by East, who advises him. Tom buys potatoes for East and others. Tom is caught with a slingshot although he did not use it. Dr. Arnold believes Tom. East shares his room with Tom and eats his food. Sixth form students order Tom to sing, and he is tossed in a blanket.
Dr. Arnold asks Brooke of the sixth form not to follow the tradition of bullying. Brooke helps win at Rugby and tells the boys not to bully. Tom objects to Flashman (Billy Halop) bullying East and refuses to do verses for Flashman. East composes some verses asking for lashes to make fun of Flashman. In revenge Flashman and others hold Tom to the fire until he faints. East says they should stand up to the bullies, and they play several pranks on them. Biggers refuses to challenge Flashman, but Tom does. They fight until Dr. Arnold arrives. Flashman tells Dr. Arnold that he did not bully. Dr. Arnold punishes Tom but expels Flashman for lying. Flashman accuses Tom of telling on him. Tom orders food; but everyone abandons him, and East says it is for telling. Tom writes to his father and is about to run away; but Mary Arnold persuades him to be courageous and stay. Tom takes a cart to retrieve the letter to his father and is locked out. East helps him climb in a window; but East's bed is found empty, and he is blamed for the cart. Tom tries to make East tell on him; but he doesn't. Dr. Arnold tells Mary that he must expel Tom and resign; but Tom confesses and is flogged. Brooke tells East that his comment alerted Dr. Arnold and that Tom did not tell on Flashman. East and Tom stay at odds.
As Tom is graduating he commends Dr. Arnold to others. Ill Dr. Arnold says good-bye to Tom and East. After Dr. Arnold dies, Tom and East are reconciled.
This drama exposes the adolescent cruelty of older boys
taking advantage of younger ones and shows how a reforming administrator
and courageous students can improve the system by standing up
to the bullies.