Sir Walter Raleigh (Richard Todd) gains an audience with Queen Elizabeth I (Bette Davis) and soon wins her over to his way of thinking. He wants ships to sail and make a name for England. A young ward of the court, Beth Throgmorton (Dame Joan Collins), is strongly attracted to Raleigh and returns the attraction. But soon the Queen shows her desires and he bends in order to achieve his goal of ships. But still, he loves Beth.