During World War II, an embittered actor known to others as Sir (Albert Finney) is well past his prime. Formerly a renowned performer, Sir must now settle for leading a shoddy troupe of aged actors and army rejects in performances of Shakespeare's greatest plays. His anxiety, regret and age begin to get the better of him, and his work starts to suffer. Only Norman (Tom Courtenay), a timid set dresser who is unfailingly devoted to Sir, can hold the show together as it threatens to collapse.