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NOTE: This spoiler was submitted by Renee.

Text on the screen says that a medical breakthrough in 1952 provided cures for once incurable diseases. In 1967 the human life expectancy passed 100 years.

We see a woman (Carey Mulligan) standing in a hospital corridor, watching through a window as a patient is wheeled into the O.R. In voiceover she introduces herself as Kathy H., 28 years old, who works as a “carer” looking after “donors.” She says she spends a lot of her time looking back. The screen says “Hailsham School, 1978.” A group of British schoolchildren, including young Kathy (Isobel Meikle-Small), are at an assembly. Their headmistress, Miss Emily (Charlotte Rampling), warns them about the dangers of smoking, saying they’re “special” and need to keep themselves healthy. She then introduces a new “guardian” named Miss Lucy (Sally Hawkins).

Some kids play ball outside. One of the boys, Tommy (Charlie Rowe), chases the ball but stops when it goes outside the fence. Miss Lucy sees and asks a group of girls about it. They tell her there are stories about children who went outside the boundary and were found dead.

In art class, kids tease Tommy about his bad painting, saying he’ll never get his art into “the Gallery,” while Kathy watches. The kids go outside; each one waves his or wrist at a box on the wall that beeps. As the boys choose teams for a game, Tommy gets left off the teams and throws a tantrum. While the other girls watch and laugh, Kathy goes to him, but when she touches his shoulder, he spins around and accidentally hits her in the face. Miss Lucy takes him aside to talk with him. During a medical checkup, the nurse and doctor notice the bruise on Kathy’s face. She says she doesn’t remember how she got it.

Kathy asks Miss Lucy what she said to Tommy. She says she told him it didn’t matter if he was bad at sports and art because they aren’t important. Kathy and Tommy discuss this later and are puzzled, because they’ve been taught those things are very important.

There’s a montage of classroom scenes where Kathy is always helping Tommy or exchanging glances with him. Kathy's friend Ruth (Ella Purnell) sees this and looks jealous. At night in the dorm room, Kathy and Ruth talk about boys and sex. Ruth remarks that Tommy has changed.

Some of the teachers examine and discuss the students’ art projects. Ruth and Kathy sneak into the hallway and listen. Ruth whispers that Madame must be coming.

Madame Marie-Claude arrives and Miss Emily presents her at an assembly. She also tells the children that there’s going to be “a sale.” The children are thrilled. At the sale, they eagerly buy clothes and toys, not caring that the toys are all worn and broken. Miss Lucy looks saddened by this. Tommy brings Kathy a tape he bought her called Songs after Dark by a singer called Judy Bridgewater. She kisses his cheek.

Sitting on her bed, Kathy listens to a ’50s-style song on the tape called “Never Let Me Go,” closing her eyes and getting totally into the music. She senses someone watching her and looks around to see Ruth in the doorway.

In class, Miss Lucy tells the children that they’ve been “told and not told” about their destinies, and she wants to tell them in a way they can understand. She says that when they become adults, they will start to donate their vital organs, because that’s what they were created to do. (The implication is that they’re clones.) Around the third or fourth donation, they’ll “complete” their lives. The children listen in silence.

At the next assembly, Miss Emily says that Miss Lucy has been dismissed for her subversive attitude, and gives a speech about how people are trying to undermine the school’s work. Ruth and Tommy hold hands. Kathy sees and looks sad. Later, outside, Kathy sees Ruth talk to Tommy and then lean over and kiss him.

We flash forward to 18-year-old Kathy packing and leaving the school. In voiceover she tells us that at 18 the students were all sent away to various places to await the start of their donations; some volunteered as carers. Kathy, Ruth (Keira Knightley), and Tommy (Andrew Garfield) all go to a place called The Cottages, where they live with people from other schools. With a couple named Rodney and Chrissie, they watch a sitcom. The Hailsham students don’t understand the show, but they pretend to laugh and enjoy it. Later, Kathy sees Ruth squeezing Tommy’s shoulder and asks her afterward why she’s imitating the people on the TV show. She says it’s silly to do that just to try to fit in. Ruth says she isn’t and accuses Kathy of being unhappy and envious because she’s alone.

Kathy goes upstairs and catches a glimpse through the open bedroom door of Ruth and Tommy having sex. She goes to her own room and shuts the door.  Kathy finds some porn magazines in the trash, takes them to the barn, and flips through them. Tommy sees her and tells her that if she’s trying to get “kicks,” she’s not supposed to go through it so fast. She gets upset and walks out.

Ruth tells Kathy that Rodney and Chrissie saw a woman working in an office who looks like Ruth and might be her “original.” She’s really excited and wants Tommy and Kathy to go with her and see the woman. In town, at a café, the three Hailsham students are so nervous they don’t know how to act, and they all order the same thing Rodney does. Rodney and Chrissie tell them they heard a rumor that Hailsham students were allowed to ask for a deferral of their donations if they can prove they’re in love, to have a few years together with the person they love. The Hailsham students are confused, and Kathy finally says there were a lot of stories at Hailsham that weren’t true.

They go to a travel agency and see through a window the woman who might be Ruth’s original, but when she turns her face isn’t like Ruth’s. Ruth is upset and blows up at Tommy and Kathy when they try to comfort her, saying that they all know they’re modeled on “trash”—prostitutes, junkies, prisoners, and so forth.

Tommy later talks to Kathy about the deferral rumors. He’s starting to believe them, and he thinks that Madame’s Gallery was to help people determine what was in their souls by looking at the art they created, to see if they deserved a deferral. But he couldn’t apply for a deferral with Ruth because it “wouldn’t work.” He says his art was so bad that none of it went to the Gallery, but he also seems to be implying that he doesn’t love Ruth.

Ruth and Tommy have sex again. She’s so into it and makes so much noise Kathy can hear from another room, but Tommy is passive. In her bedroom, Kathy listens to the old tape Tommy gave her on her headphones, then sees Ruth in the doorway. Ruth comes in and tells her that even if she and Tommy split up, Tommy would never be interested in Kathy, and she says she and Tommy had a good laugh over Kathy and the magazines. She gives Kathy a quick kiss and leaves. Kathy is crying.

Kathy applies to be a carer, and tells us in voiceover that she saw little of Ruth and Tommy after that, but that they did split up. We flash forward again and the screen says, “Completion, 1994.” She tells us in voiceover about her job driving around to different centers and hospitals, looking after donors. She brings chocolate to a donor with an eyepatch who’s about to have an operation. The donor dies during the operation and Kathy has to go sign a form. She sees Ruth’s picture on a nurse’s computer screen. The nurse says Ruth has made her second donation and isn’t doing well.

Kathy goes to Ruth’s room and sees her struggling with a walker. They talk about their lives. Ruth mentions there’s a rumor that even if you “technically complete,” you might still be conscious and have to go through more and more donations until “they switch you off.” Ruth wants to take a trip with Kathy to see a nearby beach with an old boat stranded on it, and maybe go see Tommy too at his center nearby. Neither of them has seen him in years.

They meet Tommy at his center and he gives Kathy a long hug and Ruth a quick kiss. They’d heard he was in good shape, but he looks very thin. He mentions that Hailsham has been closed and the schools that are left are said to be very bad. At the beach Ruth is weak and the other two have to help her walk. Tommy runs down to the boat but feels ill after he gets there. The three of them sit on the beach and talk, and Ruth asks their forgiveness for keeping them apart. She always knew they were in love but she didn’t want to be the one left alone. She gives them Madame’s address that she was able to find, saying that they should go to her and apply for a deferral.

At his room, Tommy shows Kathy some drawings he’s been working on recently. She says they’re wonderful. He tells her he guessed what she was doing that day with the magazines: looking for her original. She thought she might have been cloned from one of the women in them because she used to have very strong sexual urges. That night, Kathy reads to Tommy in bed, then goes over and kisses him, takes her shirt off, and gets in with him. They simply hold each other.

Kathy tells Ruth she and Tommy will apply for the deferral. Ruth says, “Good.” We then see Ruth on an operating table with an organ (I think her liver) being removed. She flatlines. The doctors turn off the machines, take the organ out, and leave her there alone.

Kathy and Tommy take his best drawings, and surprise Madame in her garden. She invites them in. They explain why they’re there, but she and Miss Emily  (who’s also there) explain that there are no deferrals. They collected the children’s drawings not to see what was in their souls, but to see if they had any souls at all. They imply that they cared about the children and thought they were “almost human,” but they had to be sacrificed because people didn’t want to go back to the “darkness,” the time when some diseases were incurable.

As they drive home, Tommy quietly asks Kathy to stop the car. He gets out and starts to scream. She goes to him and tries to comfort him. They hold each other and cry.

We come back to the present, with Kathy watching through the O.R. window. The patient is Tommy. He looks at her and they manage to smile a little until he goes under.

We see Kathy in her car. She says in voiceover that it’s two weeks since she lost Tommy, and she’s received notice that she will start donations in a month. She gets out and stands by a gate, saying she likes to pretend everything she’s lost washes up there and that she’ll see Tommy coming towards her. She says she wonders if their lives aren’t really that different from the lives of the people that they save, and if everyone thinks they haven’t had enough time. The screen fades to white.

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