Adventuress Becky Sharp lives by her wits and charm in an effort to ascend from humble backgrounds into society. She fails to lure Joseph Sedley, the brother of her chum Amelia, into marriage but succeeds with Rawdon Crawley, the son of her employer. However, his family's displeasure keeps Becky from living in wealth, as she had hoped to do. Ever the flirt, Becky has affairs with George Osborne soon after he marries Amelia and with Lord Steyne while Rawdon is away at war with Napoleon. Her adventures come to an end, however; neither Rawdon nor Steyne will have her, and Becky is reduced to touring the Continent under an assumed name. Her lesson learned, Becky brings together Amelia and her faithful suitor, Captain Dobbin, after George is killed in battle; and finally she returns to London to live a quiet life. A lost film.