Will McLean is a senior cadet at the Carolina Military Institute, a school that outwardly promises to produce men of honor but practices brutal hazing against its plebes (freshman cadets). Among these plebes are the overweight Poteete and the Institute's first black cadet, Tom Pearce. McLean's mentor, Lt. Col. "Bear" Berrineau, asks him to protect Pearce. McLean's roommates at the Institute are Dante "Pig" Pignetti, Mark Santoro and Tradd St. Croix, the last of whom offers him a key to his parents' house.
As the term begins, McLean's roommates participate in breaking in the new cadets, while McLean remains aloof. This draws the attention of the school's commanding officer, Lt. Gen. Bentley Durrell, who warns him not to be soft.
Both Poteete and Pearce become targets of the Ten, a traditional clandestine group of seniors dedicated to ridding the school of "unfit" cadets. Poteete is left standing all night on a high ledge, from which McLean is unable to save him from falling the next morning. Pearce is attacked and has the number 10 carved in his back. In addition, Pearce had razor blades placed in his athletic shoes, and suffers multiple, small lacerations. McLean's attempts to protect him are thwarted when someone intercepts their communications.
Together with his roommates, McLean kidnaps Dan McIntyre, a former member of the Ten, and forces him to disclose the location of the Hole, the place where they take cadets to be tortured. McLean and his friends arrive at the Hole just as Pearce is threatened with immolation. They distract the Ten, and McLean unmasks one of them: John Alexander.
The Ten retaliate by having Pignetti charged with theft and expelled by an Honor Court that they control. Alexander issues a large number of demerits against the rest of McLean's faction, placing them also at risk of expulsion. McLean offers to resign if Alexander will show leniency towards Santoro and Tradd, which Alexander accepts. Before he can submit his resignation, McLean sees McIntyre on campus meeting with Bear and Tradd's father. He enters the St. Croix house and discovers the history of the Ten from Mr. St. Croix's journals, in that Mr. St. Croix was himself a member. Not only have the Ten been operating for years, but Durrell (himself a past member of The Ten) supports their activities. Most shockingly, Tradd is a member and has kept them ahead of McLean at every step. McLean confronts Tradd and throws the house key at him.
McLean returns to the Institute and marches into Durrell's office. He demands that the senior class, with Pignetti reinstated, be allowed to graduate; that the Ten be disbanded and exposed; and that Durrell resign at the end of the year. If Durrell does not agree, the journals will be sent to the press. Durrell accepts the terms for the sake of the Institute. McLean remains at CMI until graduation day to see the deal through, but he remains disgusted by the corruption and chooses not to attend the graduation ceremony. As he walks out the gates of the Institute, Bear hands him his class ring, telling him that he earned it.