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Based on the novel by Zoe Heller , NOTES ON A SCANDAL is the story of Barbara Covett ( Dench ) , a hard-nosed spinster schoolteacher , and her poisonous friendship with fellow teacher Sheba Hart ( Blanchett ) . Notes on a Scandal is both dramatic and funny thanks to an incisive script by Patrick Marber ( Closer ) , with Dame Judi Dench and Cate Blanchett delivering performances that are memorable and exhilarating . So it comes down to Kathy Bates in Primary Colors and Judi Dench from Shakespeare In Love . Capt. DENCH said , it had been observed , and he was not convinced that the observation was wrong , that the grant of the powers in this section would produce a consolidation of the states , and the moment it begins , a dissolution of the state governments commences . Dame Judi Dench and Kate Blanchett face off with searing performances in this riveting tale of obsession and desire .