Abel Tiffauges (Malkovich) is a simple Frenchman at the start of World War II who loves animals and children.

By chance, while Abel is being disciplined for spilling lamp oil on the chapel floor, his friend Nestor accidentally sets fire to the building, burning it down as he wished.

After hearing news that he is needed in Berlin because of the failure of the German Army at Stalingrad on the Eastern Front, Göring becomes depressed and bitter, and abruptly fires his whole staff at the lodge - including Abel.

Before leaving, however, the now-former Chief Forester arranges for Abel to be given a new job at the nearby Kaltenborn Castle, a Nazi academy for boys.

Although he is successful and means well in his efforts, Abel soon learns from the castle housekeeper, Mrs. Netta, that the locals are afraid of him for taking the boys, and that they have published pamphlets telling parents to watch out for "The Ogre", his newly-acquired nickname.

Meanwhile, news has broken out that the Red Army has crossed into East Prussia, and the officers in charge of the castle, as well as the oldest boys training there, are sent out to the front line.

One night while out riding, Abel finds a column of prisoners being taken through the forest, and sees one being shot by a German soldier.

Under the pile of corpses, he finds a boy named Ephraim who is barely alive and takes him to the castle where he hides him in the attic.

Frau Netta stays on, trying to look after the boys, but Abel realizes that Hitler and the Nazis have lied - there will be no victory, and a last stand at the castle would be pointless.

Led by Raufeisen, they take command of Kaltenborn Castle, promising the boys a victorious battle for the Fatherland.

Filming began in 1995 on location in Malbork and Paris, with Ezio Frigerio as production designer, who intentionally made the sets look as if they were from a fairytale.