The story of a family troupe of English actors who travel around the towns and villages in India giving performances of Shakespearean plays. Through their travels we see the changing face of India as the old is replaced by the new, Maharajas become hotel owners, sports become more important than culture and the theater is replaced by Bollywood movies. Based on the travels of Geoffrey Kendal with his daughter Felicity Kendal.

Allan (Hugh Grant) is an engineer working in 1930s Calcutta. He is invited to stay with the family of his boss, Narendra Sen (Soumitra Chatterjee) which includes his wife, Indira (Shabana Azmi) and daughter Gayatri (Supriya Pathak). Gayatri and Allan become romantically involved leading to tragedy.