Max Fischer, a precocious and eccentric 15 year-old, who is both Rushmore’s most extracurricular and least scholarly student; Herman Blume, a disillusioned industrialist who comes to admire Max; and Rosemary Cross, a widowed first grade teacher who becomes the object of both Max’s and Herman’s affection.

Upon his release from a mental hospital following a nervous breakdown, the directionless Anthony joins his friend Dignan, who seems far less sane than the former. Dignan has hatched a hair-brained scheme for an as-yet-unspecified crime spree that somehow involves his former boss, the (supposedly) legendary Mr. Henry.