Becky Sharp, a cunning and ambitious young woman, graduates from Miss Pinkerton's Academy for Young Ladies alongside her close friend Amelia Sedley. Becky, of humble origins and determined to rise in society, befriends Amelia's wealthy family, ingratiating herself with their circle. She ensnares the attention of various men, including Amelia’s brother, Jos Sedley, and the dashing Captain Rawdon Crawley, utilizing their infatuation to secure her social status. Meanwhile, Amelia is besotted with George Osborne, whose father disapproves of their match due to Becky’s influence. Becky's manipulative nature and relentless pursuit of upward mobility increasingly strain her relationships as she navigates the intricacies of high society.

As Europe's political climate grows tense with the onset of the Napoleonic Wars, Becky marries Rawdon and revels in her newfound position despite mounting debts and scandal. Amelia faces her own trials with George, complicated by family loyalties and societal expectations. Becky’s unyielding ambition propels her into further schemes, positioning herself in the paths of influential figures while Rawdon’s fortunes wane. As tensions escalate both on and off the battlefield, Becky’s relentless pursuit of wealth and status showcases the perils and transient nature of vanity and ambition within rigid social structures.