John Howard Davies - probably most famous for his portrayal of orphan "Oliver Twist" in David Lean's classic - is a little too weedy, for me, as the title character in this adaptation of Thomas Hughes' story about a young boy sent to the prestigious Rugby School in the 1830's where he encounters bullies; brutality and ultimately kindness. Robert Newton turns in a great performance as "Dr. Arnold" who believes that the somewhat cruel educational practices are of the past, and so he and "Tom Brown" try to improve things. This film is not so faithful to the book; but uses the two lead performances, as well as a convincing effort from John Forrest as his nemesis "Flashman", to convey much of it's sentiment. I probably preferred the 1940 version, but there's not much in it.