The Queen, Catherine of Aragon, is asked for assistance by her lady in waiting, Anne Boleyn. Anne wishes to marry Lord Percy of Northumberland, but the betrothal has been forbidden by Percy's master, Cardinal Wolsey. The austere Catherine refuses to intercede on Anne's behalf, disapproving of her actions.

The Cardinal arrives and proves himself to be as harsh as Anne reported. Catherine and the Cardinal depart, leaving Anne alone. She is soon disturbed by the King, Henry VIII, who is in playful mood. The King tells her that he doesn't wish her to leave the court for distant Northumberland, but agrees that if she still loves Percy in a year's time, he will permit the marriage. The pair flirt and Henry reveals that he would like such a woman as her to give him the son he longs for. She could be his White Falcon.

Later, the King applies to the church for a divorce so that he can marry Anne. After many months of delays, Wolsey reports that the Pope has ordered the King to appear before him in Rome. The King is furious and dismisses Wolsey from his post. Henry consults Dr Cranmer, a theologian from Jesus College, whose progressive views he believes will aid his case for divorce. Cranmer pleases the King, giving him renewed hope for a quick resolution to the situation.

The King makes Cranmer Archbishop, and eventually marries Anne in secret. After another four months, the divorce and subsequent marriage are announced. Five months later, the Queen gives birth to a daughter, despite the best efforts of an alchemist commissioned by the King to influence the sex of the child. Henry is enraged that Anne has not given him the male heir he so desired, and becomes resentful of her.

Amid a grand masque, Mark Smeaton, the Queen's dancing master, and one of Anne's new maids discuss the Queen's behaviour with her entourage. He presses her for information about the Queen's friends and confidantes, suggesting impropriety, even adultery.

The Queen is met by her friend Sir Thomas Wyatt, who advises her to leave court life for a time. He tells her that it is clearly Henry, not her, to blame for the lack of a male heir. He reports court rumours about the excessive license she allows her personal entourage. Anne confesses that she is attempting to entice Henry back to her by encouraging his jealousy. They are disturbed by the approach of the King and flee.

Fresh from dancing, the King is accompanied by Jane Seymour, one of Anne's ladies in waiting. Henry bemoans to Jane his fate and lack of an heir, before declaring his love for her. She replies that she cannot accept his love and to do so, she says, would be for them both to betray their Queen. Despite this, Jane reveals vicious rumours about Anne, suggesting she no longer loves the King and that she has promised to marry another man upon his death. Having crept up on them, the Queen furiously refutes this accusation and attempts to expel Jane from court, but Henry orders that she is to stay.

Jane departs and there is a vicious confrontation between the King and Queen. She accuses him of being a puppet of his ministers, Cardinals and queens.

Later, Anne is convicted of adultery and sentenced to death. Archbishop Cranmer visits her in the Tower of London, bringing the proposition that she sign a declaration of her guilt that would give the evidence required for a divorce, in return for which her sentence would be commuted. She refuses, preferring death to the loss of dignity and honour entailed by such a false declaration.

As the King and his secretary settle the affairs of the Queen in his rooms at the Tower, Henry witnesses Anne's execution. Although disquieted, he begins planning his marriage to Jane. Cranmer arrives and reports Anne's final words. Henry is troubled by his actions and attempts to justify them. He exits excited by his imminent wedding and fired with fresh hope for the future.