Justin McLeod (Mel Gibson), a former teacher, becomes reclusive after having his face and his body terribly disfigured in an automobile accident. One day an adolescent boy, Chuck Norstadt (Nick Stahl), comes knocking at his door desperate for a tutor. McLeod gradually warms up to Chuck and they become pals, but a piece of gossip threatens Chuck with the loss of his teacher and a new found friend.