Richard Clark (Jon Lovitz) is an unsatisfied prep school teacher at the fictional Wellington Academy, who accepts a job at inner city Marion Barry High School, much to the chagrin of his boss and father, Wellington headmaster Thaddeus Clark (John Neville (actor)). Richard arrives to find the school in a state of disarray and disorder, while meeting several students and faculty members, including jaded, sour principal Evelyn Doyle (Louise Fletcher), her cheerful assistant Victoria Chappell (Tia Carrere) and student Griff McReynolds (Mekhi Phifer).
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