Vanity Fair

Rebecca (Becky) Sharp, daughter of a struggling English artist and a French chorus girl, is orphaned early in life and, even as a child, she desires a more glamorous life than her birthright promises. After leaves Miss Pinkerton's Academy at Chiswick, Becky makes a vow to elevate herself into English high society in any way she can. She uses her craftiness and sexual appeal to ascend into the heights of society.

Her first rise into high society is when she gains employment as governess to the daughters of unconventional Sir Pitt Crawley (Bob Hoskins). Not only does Becky win over the children, she is also able to impress the Crawley family's rich spinster aunt Matilda (Eileen Atkins). The household comes to rely on Becky, and Matilda views her as a strong confidant.

Becky knows that, in order to be a true part of English society, she has to move to the city.  Becky eagerly accepts an invitation by Matilda to live in London. While in London, Becky is reunited with her best friend Amelia Sedley (Romola Garai), who, having grown up in high society, does not share Becky's bold ambitions. Becky secretly marries the Crawley heir Rawdon Crawley (James Purefoy) but Mathilda casts them away when she finds out about the secret nuptials. 

Rawdon is called to military duty when Napoleon invades Europe, leaving Becky pregnant with distraught newlywed Amelia, whose own husband George Osborne (Jonathan Rhys Meyers) is also called to fight. When George is killed at the Battle of Waterloo, and Rawdon returns to Becky, Becky and Amelia’s friendship is damages beyond repair.

After their reunion, Becky gives birth to a boy, but the post-war economy makes it hard to live comfortably for the trio. Still driven to be a member of London’s high society, Becky finds Marquess of Steyne (Gabriel Byrne) and he thus becomes a patron to her.  The powerful Marquess of Styne helps to enable Becky to make her comfortable living fantasies become a reality, but the ultimate cost may be to high for her.