In 1830s England, Tom Brown attends a rugby boys' school, where his moral and personal growth is formed through friendship, bullying–particularly from the cruel Flashman–and the influence of headmaster Dr Thomas Arnold.

Julian Wadham
as Squire Brown

Alex Pettyfer
as Tom Brown

Stephen Fry
as Dr. Thomas Arnold

Jemma Redgrave
as Mary Arnold

Joseph Beattie
as Flashman

Clive Standen
as Brooke

Amanda Boxer
as Matron

Georgia Tennant
as Sally

Stephen Boxer
as Mr. Smith

Hugh Mitchell
as Green