This 1983 motion picture effectively depicts racial prejudice and elitism among a clique of cadets at a fictional southern military academy in the 1960s. The film indicts not only the students, but also the parents and administrators who pass on their intolerance and bigotry from one generation to the next. David Keith adeptly portrays Will McClean, who attends Carolina Military Institute only to please his father. At the request of the commandant of cadets, Col. Thomas "Bear" Berrineau (Robert Prosky), McClean becomes a sort of guardian angel for the school's first black student, Tom Pearce (Mark Breland). It is through McClean's eyes that the audience witnesses the intimidation and cruelty of the racist and elitist clique known as "The Ten." Prosky and the rest of the cast perform competently, but script shortcomings diminish the power of the film. For example, the dialogue generally ignores the burgeoning conflict in Vietnam even though Southeast Asia was perhaps the number one topic of conversation in U.S. military academies in that era. In addition, the brutality of The Ten's tactics -- including a bullying episode that results in a suicide -- seem too extreme even for redneck zealots. Nevertheless, the film does succeed as an exposition of injustice and cruelty in American institutions of a bygone era. Viewers who have read the book on which the film is based, Pat Conroy's The Lords of Discipline, may balk at the scriptwriters' truncation and alteration of the plot. They may also object to British director Franc Roddam's selection of Wellington College in Berkshire, England, as the setting for the film.