Ellis is a forty-five-year-old man working at a car manufacturing plant in Oxford. He lives a quiet, isolated life burdened by the profound grief of losing his wife, Annie, and his closest childhood friend, Michael. Raised by a stern father who suppressed his early artistic talents, Ellis struggles to express his emotions. He spends his days going through the motions at the factory and looking back on the defining moments of his youth to understand his current solitude.

Michael is Ellis's childhood best friend and romantic interest. Orphaned at a young age when his mother leaves and his father dies, he is raised by his grandmother. He is drawn to literature, art, and the beauty of the world, often seeking the maternal affection he lost through his bond with Ellis's mother. He openly loves the poetry of Walt Whitman and dreams of a life free from societal restrictions.

Annie is Ellis's warm and intuitive wife who runs her own bookshop. She embraces Ellis and Michael's complex bond without jealousy, seamlessly integrating herself into their dynamic. She brings light and joy into their lives, understanding the profound connection the two men share and choosing to be a supportive presence for both of them rather than forcing a wedge between them.

Leonard is Ellis's father, a strict and emotionally harsh man who enforces rigid standards of masculinity. He actively discourages Ellis's artistic talents and forces him to quit school to take a manual labor job at the car plant. His aggressive demeanor and intolerance create a deeply oppressive environment for his son.

Mabel is Michael's grandmother and an independent shop owner. She acts as a fierce protector and surrogate mother to both Michael and Ellis. She provides a safe haven for the boys, particularly when Ellis faces trouble at home, and she possesses a quiet but sharp understanding of the boys' true feelings for one another.

Dora is Ellis's mother, a woman who longs for a life of beauty and freedom outside her stifling marriage. She deeply values art, specifically her replica of Van Gogh's "Sunflowers," which she defends fiercely against her husband. She encourages both Ellis and Michael to embrace their artistic inclinations, telling them that boys are capable of making beautiful things.

Carol is Leonard Judd's mistress who eventually moves into the family home as his partner. Despite her complicated entry into Ellis's life, she consistently attempts to be a supportive and caring figure for him. She often tries to mediate between Leonard and Ellis, showing a genuine desire to bridge the emotional gaps in the family.

G is a man Michael meets in London whose physical and emotional intensity immediately reminds Michael of Ellis. He lives in a barn in Suffolk and forms a close bond with Michael, transitioning from a romantic partner into a deeply valued friend as he faces severe health struggles during the AIDS epidemic.

Billy is a nineteen-year-old worker at the car factory who looks up to Ellis. He is compassionate, observant, and openly gay, serving as a reminder to Ellis of what life can look like when a person lives without the shame and suppression that Leonard enforced. He encourages Ellis to open up and enjoy his life.

Chris is a twenty-one-year-old man battling severe illness whom Michael meets while visiting the hospital. He is earnest and sensitive, asking Michael to help him write a letter to his parents. He challenges Michael's cynical views on love, urging him to value the profound romantic connections he has experienced.