An orphaned woman leaves behind her humble beginnings and, using her wit, cunning and sexuality, claws her way up Regency London's social ladder. Her honest best friend, meanwhile, ends up married to a vain and deceitful dandy, unaware of an old friend's love for her. Period comedy drama, based on William Makepeace Thackeray's novel, starring Reese Witherspoon, Romola Garai, James Purefoy, Jonathan Rhys Meyers, Rhys Ifans and Bob Hoskins.

In early 19th century England, orphaned Becky Sharp defies her poverty-stricken background and ascends the social ladder alongside her best friend.