William Makepiece Thackeray's "Vanity Fair" is regarded by many as the premiere English novel of the 19th century, so the film version certainly has large shoes to fill. Whether Thackeray would enjoy or ridicule this adaptation of his famous work is anyone's guess. Hopefully, he's not spinning in his grave too rapidly at this moment.
The film follows an intriguing heroine, Becky Sharp (Reese Witherspoon), as she attempts to infiltrate British upper-class society from her notably modest upbringing. Her father was a poor painter and her mother was an opera singer. Both died while she was still young and she was raised in an orphanage.
Sharp's fierce devotion to the cause of her own social advancement is what propels this film. She starts by taking employment with various upper-class households, acting as a nanny and a personal teacher for the children of the wealthy and well-titled. She excels at singing and foreign languages - her preference is French - and quickly wins over both her pupils and their parents.
This is all part of her plan to, as they say, "marry up."
One of the initial power-players whom Becky befriends is Amelia Sedley (Romala Garai). Amelia's introduction also serves as the beginning for the film's parallel storyline. Both girls marry early on in the movie, and the viewer is given the chance to follow the rocky roads that characterize both marriages.
Becky fulfills her destiny and manages to marry up, but it is with a catch. Her loving and devoted - albeit compulsive gambling - husband Rawdon Crawley (James Purfoy) is practically disowned by his own family due to the marriage and loses all the financial benefits which stem from his last name.
Becky is obviously happy to have the last name and prestige, while Rawdon, one of the film's least-flawed characters, is simply happy to have a wonderful wife and a loving son.
Amelia's tale plays out differently. She falls for an arrogant soldier named George Osborne (Jonathan Rhys-Meyers) and marries him shortly before he marches off to war. George practically defines "uncaring" and treats Amelia like a pet goldfish.
George and Rawdon, who is also a soldier, march off to war, but only Rawdon returns. Meanwhile, an interesting third wheel enters the mix, William Dobin (Rhys Ifans.)
William has been head-over-heels in love with Amelia for what seems like an eternity, and has witnessed first-hand how his colleague and fellow soldier, George, treated her so poorly. Once George is dead, William immediately sets forth to become the prominent male figure in her life. At first it seems as if he is just trying to help her through tough times, but it soon becomes apparent that his emotions for her involve much more than just helping around the house.
Becky's marriage finally hits near-bottom when she returns home one day to find her debtors have emptied out her home and have left all her furniture on the sidewalk in front of her house. A wealthy local, the Marquess of Steyne (played exceptionally well by the talented Gabriel Byrne) offers to buy her out of her financial hardship if she agrees to work for him. Becky does so, and sows the seeds that will lead to the disintegration of her marriage.