Andrew Crocker-Harris (Albert Finney) is a veteran teacher of Greek and Latin at a British public school. After nearly 20 years of service, he is being forced to retire on the pretext of his health, and perhaps may not even be given a pension. He is disliked or ignored by the other teachers and while his pupils fear his relentlessly strict discipline, they are bored by his dictatorial but dreary and un-inspiring teaching methods. His younger wife Laura (Greta Scacchi), whom he has sexually and emotionally neglected, is unfaithful, and now lives to wound him any way she can. She is having an affair with Frank (Matthew Modine), an eager, young American science teacher who is highly popular with his pupils, much more lenient with class-room rules yet is able connect with the pupils. In his final class, Andrew, while reading from a Greek play, finally shows some genuine passion about the subject, giving a glimpse at the teacher he could have been. Andrew's nervous new replacement Tom (Julian Sands) expresses his awe at the ironclad control that the former exerts over his classes, but Andrew advises his young colleague not to follow his example.