In 1974, when thirteen-year-old Charlie Hall's mother dies and his father retreats into silent grief, Charlie finds himself drifting, nearly friendless, through a northern Idaho junior high school but when a grizzly bear saves his life, Charlie forms an unusual friendship that changes his life.

During the 1967 school year, on Wednesday afternoons when all his classmates go to either Catechism or Hebrew school, seventh-grader Holling Hoodhood stays in Mrs. Baker's classroom where they read the plays of William Shakespeare and Holling learns much of value about the world he lives in.