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When private tutor Thomas Arnold becomes headmaster at an English preparatory school for boys, he puts into place a policy of strict punishment against unruliness and bullying. Arnold finds an ally in Tom Brown, a new student who is secretly subjected to abuse by a group of older boys. He eventually plucks up the courage to lead his fellow classmates in an underground rebellion against their tormentors.

Viennese surgeon Dr. Braun and his daughter Leni come to a small town in North Dakota as refugees from Hitler. When the winds of the Dust Bowl threaten the town, John Phillips leads the townsfolk in moving to greener pastures in Oregon. He falls for Leni, but she is betrothed to the man who helped her and her father escape from the Third Reich. She must decide between the two men.

Alfalfa imagines himself as a western movie hero battling with Butch for Darla's heart.
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