England, the beginning of the XIX century. Europe is at war with Napoleon, but this does not prevent many people obsessed with ambition to continue the pursuit of worldly goods - wealth, titles, ranks. Vanity Fair, The Bustle of Worldly Fuss boils day and night ...

Two young girls leave Miss Pinkerton's guesthouse. Emilia Sedley, the daughter of a wealthy Esquire, is a model of purely English, somewhat bland sweetness and virtue. She “has a kind, gentle and generous heart”, and, in truth, does not shine with her mind. Another thing Rebecca Sharp. The daughter of a dissolute artist and ballet dancer, a Frenchwoman, is "small in stature, fragile and pale," but one look from her green eyes is already capable of defeating any man on the spot. Becky, who grew up in cheerful poverty, is smart, sharp on the tongue, sees through people and is determined to win a place under the sun at all costs, even through hypocrisy and deception. What to do, because the poor thing has neither loving parents, nor fortune, nor title - all that nourishes the virtue of happier peers.

Emilia, sincerely attached to Becky, invites her to stay, and she enjoys hospitality in the best way. Everyone knows how to please a little cheat, but most importantly, she tries her spell with great success on Joseph Sedley, Emilia’s brother. Flattery, pretense, and this “bummer, squeamish and bonvyvan” is ready for the last decisive step. Unfortunately, Mr. George Osborne, Emilia’s fiancé, intervenes in the case, as a result of which the hopes of the young schemer are crushed, and Joseph flees. A new page opens in Miss Sharp's life: she takes on the duties of a governess in Royal Crowley, the estate of Sir Pitt Crowley, an “incredibly vulgar and incredibly dirty old man,” a drunkard, a scarad and a hackney. The ingenuity, the ability to pretend and play the hypocrite help Becky win the favor of all the inhabitants of the estate, starting with her pupils and ending with Mr. Pitt Crowley, the eldest son of the baronet, a true "well-mannered gentleman" who is even afraid of a violent dad. As for the latter, Becky finds "many ways to be useful to him." In less than a year, she becomes completely irreplaceable, almost the mistress of the house.

Royal Crowley is blessed with an annual visit by the unmarried half-sister of Sir Pitt, whose bank account has a fair amount. This old lady “knows atheists and the French”, loves to live happily and shamelessly tyrannizes her companion, servants, and at the same time numerous relatives hoping to get an inheritance. She hates neither Sir Pitt nor his eldest son, but loves the youngest - Rodon Crowley - the nearby guard officer, a slopper, a player and a duelist. Miss Crowley finds Rebecca so charming and witty that, having fallen ill, takes her to her London house, where the romance between the poor governess and the youngest son of the baronet ends. It ends with a secret marriage, because, despite her aunt's addiction to Freedom and Equality, she can get very angry. Everything opens after the death of Sir Pitt's wife, when he, not too saddened by this untimely death, tries to return Rebecca to Royal Crowley. Sir Pitt drops to his knees, inviting her to become Lady Crowley, and at that moment the unabashed Becky for the first time in her life loses her presence of spirit and bursts into "the most genuine tears." Why was she in a hurry? What a missed chance!

Everyone is cursing the young couple. No matter how hard Rodon, led by smart little Rebecca, tries to regain her aunt's disposition, he does not succeed.A proponent of democracy and a lover of romantic marriages will not forgive the nephew of the mesalliance until the end of her days. There is nothing to say about Sir Pitt: the old man literally “loses his mind from hatred and unfulfilled desires”, is falling more and more, and only his death saves the family nest from final devastation and abuse. Spouses have to rely only on the modest salary of the captain of the guard. However, cheerful Becky is fluent in art, which will come in handy in her life more than once, the art of living more or less hilariously, without a penny of cash. She does not lose hope of taking a more brilliant place in society and agrees to tolerate, and Rodon, passionately and blindly in love with his wife, turns into a happy and submissive spouse.

In the meantime, clouds gather over Emilia’s head, and the blame for this, surprisingly, is Napoleon, or Bonnie, as the English call him. Bonaparte’s flight from Elba and the landing of his army in Cannes alter the situation on the stock exchange and entail the complete ruin of John Sedley, Emilia’s father. And who is “the most intractable and stubborn of creditors”? His friend and neighbor John Osborne, whom he helped get out to people. Sedley's property goes under the hammer, the family moves to a wretched hired apartment, but not because of this Emilia suffers. The trouble is that this simple-minded girl loves the groom not as she should love at the Vanity Fair, but with her whole heart and for life. She sincerely considers the empty, narcissistic and fatal George Osborne the most beautiful and intelligent man in the world. Unlike Rebecca, all of whose actions are dictated by "self-interest, selfishness and want," Emilia lives only in love. And George ... George graciously allows himself to be loved, without giving up purely bachelor's amusements and without spoiling the bride with special attention.

After the collapse of John Sedley, his father forbids George to marry Emilia. Moreover, her own father also does not want to hear about marriage with the "villain’s son." Poor Emilia in despair. But here Captain Dobbin, George’s loyal friend, an honest and generous man who has long been passionately fond of Emilia, intervenes, is hesitant to admit even to himself. He persuades George, not alien to noble impulses, to marry Emilia against the will of his father. Needless to say, his father abandons George and deprives him of his inheritance.

Both disgraced couples meet in Brussels, where the regiment of George and Dobbin appears and Guard General Taft arrives with the adjutant Rodon Crowley. The regiment enthusiastically accepts Emilia, but her friend rotates in a much more brilliant society. Wherever Rebecca appears, she is always surrounded by a crowd of noble fans. Among them is George Osborne. Becky's coquetry and his own vanity lead him so far that at the ball he gives her a bouquet with a letter in which he begs to flee with him. (Of course, she never intended to do anything like that. She knows the value of George.) But on the same day Napoleon’s troops cross Sambra, and George, full of unspoken remorse, says goodbye to his wife. Goodbye to die in a few days at the Battle of Waterloo.

And Becky and Rodon after Waterloo spend three years in Paris. Rebecca enjoys wild success, she is admitted to the highest society, the French are not as picky as the British. However, she is not going to stay in France for life. The whole family (a son is born to Becky and Rodon in Paris) returns to London, where the couple Crowley lives, as always, on credit, giving promises to everyone and not paying anyone. Aunt Rodon finally departs to another world, leaving almost all her fortune to an older nephew, married to Lord Jane's daughter Lady Jane, an honest and dignified woman.Soon, Sir Pitt also dies, and the new baronet, feeling guilty before his brother (after all, auntie’s money would have got him if not for marrying a governess), considers it his duty to unite the family. And then Rebecca appears again in Royal Crowley and again manages to charm everyone. What she just does not have to do for this! Even portraying love for a son, to whom she really does not have the slightest affection.

Rebecca’s subtle flattery captivates the newly made baronet so much that he visits her house almost every day. Just as often there is the almighty Lord Stein, the noble patron of Becky, the old cynic, with the help of whom the former governess "scrambles and pushed forward." In what ways she achieves this, no one can say anything definite, but Lord Stein gives her diamonds and puts her cellars at her disposal. Finally, an event takes place that puts Becky on a par with respectable ladies, she is represented in the court. She enters the highest circles of the London world and is convinced that the powers that be are no different from the Smiths and Joneses. When the first rapture passes, Becky becomes bored. And her husband every day feels more and more lonely among "intrigues, aristocratic gatherings and brilliant characters" and is increasingly becoming attached to his son.

Becky's brilliant march through the Vanity Fair ends in disaster. Rodon convicts her, if not betrayal, then betrayal, tries to challenge Lord Stein to a duel, and eventually leaves England to take the post of governor of Coventry Island (procured for him by the same Lord Stein). Rebecca disappears, and Rodon Crowley Jr. remains in the care of his uncle and his wife, who replaces his mother. And what about Emilia? The death of her husband almost cost her her life; she was saved only by the birth of her son, whom she worships, as she idolized her husband. For a long time she lives with her parents, endures poverty and hardship steadily, and finds joy in little Georgie. But old John Osborne, amazed at the similarity of his grandson with his deceased son, offers to pick up the boy and raise him as a gentleman. Poor Emilia parted with her son for his good and after the death of her mother finds solace in brightening up the last days of the old father. But just at the time when Rebecca collapses, fortune turns to face Emilia. Major Dobbin returns from India with her brother Joseph, who swears that from now on his relatives will not know the need. How does the major’s devoted heart freeze when he comes to the house where Mrs. Osborne lives, how happy he is when he learns that she has not married. True, he had nothing to hope for. Emilia still doesn’t seem to notice Dobbin’s disinterested love, still doesn’t see his outstanding virtues. She remains faithful to her husband’s memory, with all the hardness of virtue, leaving Dobbin “to look and languish”. Soon, John Sedley dies, followed by John Osborne. He leaves little Georgie half the fortune and restores the widow of his "beloved son" in custody. Emilia learns that she owes this to Dobbin, learns that he was an unknown benefactor who supported her in years of need. But "for this incomparable devotion she can pay only with gratitude" ...

On the banks of the Rhine, in a small duchy, a meeting of two "friends" takes place again. Emilia makes a trip abroad with her son, brother and Dobbin, and Rebecca flies around Europe for a long time, scrolling in the card game and dubious adventure adventures the content assigned to her by her husband, and everywhere compatriots from a decent society shy away from her as if plagued. But then she sees Joseph Sedley, and hope awakens in her soul.The poor slanderous sufferer, who was deprived of her honest name and beloved child, as in previous times, easily wraps around the finger of a fat dandy and Emilia, who, apparently, did not grow any smarter and did not learn anything. Dobbin, always disgusted with Becky, quarrels over her with Emilia and for the first time in her life reproaches her for not appreciating "the affection that a more exalted soul would proudly share." He decides to part with Emilia forever. And here Becky, filled with admiration for Dobbin and “contemptuous pity” for Emilia, commits the only disinterested act in her life. She shows Emilia George's letter proving his infidelity. The idol is defeated. Emilia is free and can respond to the feeling of Dobbin. The story is drawing to a close. Dobbin connects with Emilia, they lead a quiet life in their own comfortable home and are friends with the inhabitants of Royal Crowley. Joseph drains the miserable life of a slave Rebecca to the end of his days. He dies under "unexplained circumstances." Yellow fever dies and Rodon Crowley Sr. His son after the death of his uncle inherits the title and estate. He does not want to see his mother, but assigns her a generous content, although she is already sufficiently provided. Rebecca has many friends who consider her unjustly offended. She lives in a big way and works hard for charity. That's all. Is Rebecca happy? Are Emilia and Dobbin happy? And which of us is happy in this world?