Second Best is a tightly constructed drama about two males who have been emotionally wounded by their fathers.

James (Chris Cleary Miles) is an 11 year old who lives in a home for troubled boys. He remains fiercely loyal to his father in prison who kidnapped and abandoned him. Graham Holt (William Hurt) is a reclusive, mild-mannered clerk who wants to adopt him. He is taking care of his terminally ill father who never loved him. As the adoption process proceeds, these two inch toward each other emotionally — the boy draws out Graham and Graham tries to cope with James's self-destructive urges.

The film, directed intensely by Chris Menges, zeroes in on the tense but potentially rewarding relationships between fathers and sons.