Frankie Fane has clawed his way to the top of the Hollywood heap. Now, as he's preparing to win his Oscar, his friend Hymie Kelly reminisces over their life together, and Frankie's ruthless struggle to the top and the people he's stepped on (i.e., everyone else in the movie) to make it there.
Oscar François de Jarjayes was born female, but her father who longed for a son and a heir insisted she be raised as a boy, alongside, Andre Grandier, the grandson of her nanny. When Oscar matures into an adult she is selected to be captain of the guards at the Palace of Versailles under King Louis XVI and Marie Antonette. Oscar soon learns the problems of the monarchy and the plight of the poor which will eventually lead to the French Revolution. She also finds herself torn between her true love for the independent, but lower-class Andre and her duties as a member of aristocracy and a trusted subject of the King and Queen.