Some films are beautiful messes. They meander through a vague or nonexistent plot with a collection of loosely connected scenes, relying on the charm of their main characters or the underlying fascination of its subject matter to justify its haphazard construction.

 Then there are films like Notes on a Scandal (2006), which are concise, taut, and perfectly crafted. There is not one scene or line of dialogue that does not contribute to the overall orchestration of the film as a whole. Judi Dench plays Barbara, a past-middle-age high school teacher who’s seen better days and freely admits it, and Cate Blanchett is Sheba, the school’s new art teacher who realizes she’s in over her head at her job and who clings to Barbara as a life raft of friendship and experience.

Left: Cate Blanchett is the new art teacher Sheba; Right: Judi Dench is the seasoned Barbara

This relatively innocuous set-up becomes darkened by Sheba’s illicit relationship with a fifteen-year-old student, and by Barbara’s calculated reaction to her friend’s dangerous transgression. The script is based on Zoe Heller's novel What Was She Thinking?, and it retains Heller's construction of the story as told through Barbara’s point of view, narrated as voice-over diary entries. Barbara’s dark humor immediately sets a discordant tone, as she slyly sizes up the new art teacher during their first meeting: “Is she a sphinx, or simply stupid?” Everyone in Barbara’s world, even those whom she likes, are treated with varying degrees of disdain, a harsh level of judgement she does not exempt herself from. In showing Sheba around the school and explaining her own role in the hierarchy, she shrugs, “Oh, I’m the battle-ax. I’m not popular but I’m respected.” Barbara takes a dim view of the working-class students as “future plumbers and shop assistants,” partially as a way to maintain a modicum of class superiority and also to justify her own burnt-out, rote recantation of the same syllabus year in, year out. 

 Barbara is a thoroughly lonely person and her budding friendship with Sheba is special, a breath of fresh air: “She’s the one I’ve been waiting for.” Dench’s narration curls around these inner thoughts, as if we have become her personal confidant. Although she never puts her sexuality up for debate, indirectly it’s made clear that Barbara has had several such “special friendships” with other young female teachers in the past, and they’ve all ended badly. As she learns more about Sheba, Barbara’s enthusiasm for this “wispy novice” is tempered with downright nasty observations about Sheba’s family—her older husband (“a crumbling patriarch”), moody teenage daughter (“a pocket princess”), and son with Down syndrome (“a rather tiresome court jester”)—during a Sunday dinner.

As winter vacation approaches, Barbara finds Sheba increasingly distracted and jumpy. Finally the young teacher confesses: she’s begun an intimate relationship with one of her students, and she doesn’t know what to do about her infatuation. Initially horrified and upset at her friend’s revelation, Barbara quickly turns over all the ramifications of the scenario in her mind. As they meet to discuss the matter at a pub’s outdoor patio, Dench’s posture softens and a smile cuts across her face almost imperceptibly. Her voice-over explains: “My fury had blinded me—there was a magnificent opportunity here. I could gain everything by doing nothing.” Now, rather than merely being friendly colleagues who enjoy the odd lunch, the pair is bound together by Sheba’s secret. Barbara, by not divulging Sheba’s indiscretion, is free to control the tone and tenor of their relationship: “No one can violate our magnificent complicity.”

“I could gain everything by doing nothing.”

For a while, the pair conduct themselves as a unit in the school and openly discuss their most intimate thoughts and emotions with one another: Sheba shares that she felt in some way entitled to the relationship with Steven, the young student, after spending a decade caring for her son, and Barbara begins to fill her diary with “gold-star days” filled with plans for shared summer vacations. The only thing that can impede on this idyll is reality, which begins creeping in around the edges. When Barbara has a personal crisis and finds Sheba too busy with her family to console her, she sees it as a personal affront that yields disastrous results. 

Dench and Blanchett are perfectly cast as the dueling friends and they each bring a color and verve and nuance well beyond Heller's original story. Dench embodies Barbara as a changeable, wounded woman with deep chasms of emotion that are only partially meted out to her cat (“standard issue for spinsters” she remarks to Sheba), and whose hurtful words are often the byproduct of decades of disappointment; Blanchett’s Sheba is as appealing to the audience as she is to Barbara, a sincere woman of depth and creativity with a surprising capacity for self-deception. The film is sensitive to the treatment of the affair itself, depicting Steven (Andrew Simpson) as a mature and manipulative youngster who is controlling the situation much more than is initially apparent. The film does this not by glossing over Sheba's illegal acts or caricaturing the boy, but by allowing the scenes between teacher and student to be sincere enough to develop each character past the point of stereotype. 

There’s an old adage that if you introduce a gun in a film it has to go off before the end credits; it can also be argued that if you wave a personal diary around in any story it’s bound to be thrown open for scrutiny in the final act. Notes on a Scandal contains only casual violence but it shows how Barbara’s words—first the faint wisps of smoke she fans over to another teacher about Sheba’s “preference for the younger man," then the bonfire of bitter grievances in her lined journal—can do nearly as much harm as Harry Callahan’s .44 Magnum. Director Richard Eyre holds us in near-total sympathy with Barbara, emphasis on the near. Though we may cringe at her nasty comments and manipulative actions we understand the motivations behind them, from her anxious primping when she overdresses for her casual Sunday lunch with Sheba’s family to the way that the “old battle-ax” is barely tolerated by the other teachers with eye rolls and awkward silences. The film poignantly explores the sadness that is, as Sheba describes, “the distance between life as you dream it and life as it is.” Both women’s downfall is in their scampering efforts to be something other than what they are, and in their attempts to steal a moment of joy from someone who doesn’t belong to them. 

Notes on a Scandal is available to rent via streaming from Vudu and YouTube. Subscribe to Sleeping All Day