When Tom Brown (John Howard Davies) arrives at Rugby boarding school, he’s mercilessly tormented by the school’s evil bully, Flashman (John Forrest). With the help of his friend East (John Charlesworth), plucky Brown devises a plan to get back at Flashman; in the meantime, he’s asked to look out for a timid new student (Glyn Dearman), whose life is accidentally put in peril during a school race.