| Director | Lindsay Anderson |
|---|---|
| Budget | $500,000 |
| Box office | $2.3 million |
The pupils return after the summer for a new Michaelmas term at a traditional British public school for boys in the late 1960s. Mick Travis arrives hiding his moustache, which he quickly shaves off. He, Wallace, and Knightly are three non-conformist boys in the lower sixth form, their penultimate year. They are watched and persecuted by the "Whips", upper sixth-formers given authority as prefects over the other boys. The junior boys are made to act as personal servants for the Whips, who discuss them as sex objects.
The headmaster is remote from the boys and the housemasters. The protagonists' housemaster, Mr. Kemp, is easily manipulated by the Whips into giving them free rein in enforcing discipline. Some schoolmasters are shown behaving bizarrely.
Mick and Johnny sneak off the school grounds and steal a motorbike from a showroom. They ride to a café staffed by an unnamed girl, about whom Mick fantasizes wrestling naked. Meanwhile, Wallace spends time with a younger boy, Bobby Philips, and later shares his bed.
The three boys drink vodka in their study and consider how one man holds the potential to "change the world with a bullet in the right place." Their clashes with school authorities become increasingly contentious. Eventually, a brutal caning by the Whips spurs them to action.
During a school Combined Cadet Force military drill, Mick acquires live ammunition, which he, Wallace, and Knightly use to open fire on a group of boys and masters, including Kemp and the school chaplain. When the latter orders the boys to drop their weapons, Mick assaults him and cows him into submission.
As punishment for their actions, the trio are ordered by the headmaster to clean out a large storeroom beneath the main school hall. They discover a cache of firearms, including automatic weapons and mortars. Joined by Philips and the girl from the café, they commit to revolt against the establishment.
On Founders' Day, when parents are visiting the school, the group starts a fire under the hall, smoking everyone out of the building. They then open fire on them from the rooftop. Led by a visiting general who had been giving a speech, the staff, students, and parents break open the Combined Cadet Force armoury and begin firing back. The headmaster tries to stop the fight, imploring the group to listen to reason. The girl shoots him between the eyes. The battle continues, and the camera closes in on Mick's face as he keeps firing.