Ned Kynaston (Billy Crudup) is a successful London stage actor during The Restoration. With only men permitted to tread the boards, Ned Kynaston is lusted after by women and men alike as he plays various women's roles for enthusiastic audiences of aristocrats and commoners. Ned commands all the perks of a star, but at the same time, he is a dedicated actor who runs lines with his stage dresser Maria (Claire Danes), who quietly adores him. Every night, Ned's death scene as Desdemona in "Othello" stops the show.
But the winds of change are blowing. Ironically, it is Maria who ushers in a new era with her pseudonymous portrayal of Desdemona in an after-hours pub production of "Othello." After years of men-as-women, Maria is a sensation. King Charles II (Rupert Everett) not only overturns the ban on actresses but also prohibits men from playing female roles. Overnight, Ned's career is ruined. That is, until Maria takes it upon herself to make an actor of him again.