As David Mamet's Oleanna opens, Carol is seated across from John in his office. It is quickly obvious that he is a professor, and she is one of his students whom he has asked to his office to discuss her class performance. John's explanation of worry that Carol is a bright girl who is performing poorly in class is punctuated with phone calls from John's wife Grace and friend Jerry, during which they discuss John's purchase of a new house. Carol tells John that she is worried about her grades, but she also wishes to understand what he teaches; she simply cannot understand anything that is going on in class. In fact, says Carol, she is stupid, that people have always thought her stupid, and that now John, too, is aware of her stupidity.
John can sympathize with this feeling; he tells Carol he, too, was brought up to feel stupid. He has turned himself around, however, and wishes to help Carol see how she can improve herself. John takes the blame for Carol's lack of understanding in his class and vows to fix it. His wife calls again about the house, and here Carol makes the connection that the new house is to accompany John's tenure at the college. John connects his situation of possible tenure to Carol's problem, suggesting that tests, like those of the tenure committee, which has announced but not yet approved him, are meaningless; much of the structure of higher education is artificial, and the established teacher-student relationship is not necessary or important. Carol asks again about her grade, but John interrupts, assuring her that she will receive an A, if the two of them begin the class again in his office hours.
They discuss some topics from class about which Carol has questions, and John explains his view of higher education, which is that a criminal trial is not a necessity to live a complete life, yet college—a similar right in the modern age—is regarded as a necessity and taken for granted. To John, higher education is not such a good thing, a view with which Carol takes opposition. He explains more, and Carol cannot understand some points and becomes frustrated. John goes to comfort her physically, but she denies him and walks away. She cannot be placated and is about to explain to him something she's never told anyone before when the phone rings. It is John's wife, and she again tries to lure him out to talk about the house. Finally, she puts on his friend Jerry, who spills the beans; it was a surprise party to celebrate the new house. John is shocked, and the first act ends.
As the second act opens, we discover that Carol has filed a complaint with the tenure committee regarding John. He feels guilty because of his own self-concern and selfish desire for tenure, but he ultimately feels her charges are out of line. He reads some of these charges aloud: he is sexist, elitist, racist, was alone with her, moved to physically embrace her, told her a sexually explicit story, and offered her grades in exchange for private visits to his office—all charges substantiated by actions in the first act. She tells him that he is powerless to deny the actions, but he is steadfast that she is wrong in her charges and that he wishes to help her.
Carol attacks John for his views on higher education and his inherent role in the system; he defends this, showing her that they are merely people who agree to take part in an exchange. His role is to provoke her and, more so, to tell her what he thinks; he cannot correct her, but he merely shares his views as a professor with her, for her to do with as she will. Carol mentions that she has consulted on this matter with her "Group," and Grace calls again; John brushes her off to talk to Carol, who tells him the proper venue for these discussions is at the hearing of the tenure committee. Carol turns to go, but John physically restrains her, telling her he just wants to talk to her; the act ends with her call for help.
By the third act, John has lost his job and, with it, his security. Carol insists that the charges are absolute fact, and. though John endeavors to apologize, Carol takes advantage of her newfound power over him, lecturing him on how he exploits students who have every right to learn in college, perpetuating the elitist paradigm. Carol takes her charges very seriously, and she tells John she desires not revenge but understanding.
John is insistent in attempting to discover how he may end Carol's attacks, and she ultimately offers a bargain; she and her group will drop their charges if John recommends the banning of certain books at the college and signs a statement of support. John is repulsed and refuses, snapping out of his kowtowing to Carol and becoming firm in his denial. He reveals that he has not been home in days, worrying about this, but now is steadfast in his acceptance of the repercussions of his actions. The phone rings, and Carol urges him to pick it up; it is Jerry, advising him that Carol and her group are considering pursuing criminal charges against John for battery and attempted rape. John's wife calls, and as he talks to her, he asks Carol to leave. She begins to oblige, but warns John on the way out not to call his wife "baby." John knocks Carol down, begins to beat her, and grabs a chair as if to hit her with it. As he attempts to regain composure, she sits on the floor, saying to herself, "Yes. That's right."