We open in the kitchens of a great palace. Two giggling kitchen maids are talking about the king’s engagement, which is going to be announced today. The cook breaks in grumpily, unhappy with the number of events taking place that spring. The king’s 25th birthday is a month away, at which point he’ll come of age and the regency will be ended. The cook reels off events that she’ll have to lavishly cater: the engagement, the birthday, the wedding, the coronation. The maids ignore her and continue giggling. We then follow a tray of food up through the palace to a small royal engagement party.
We meet the young king, Henrik, looking unhappy; his bride-to-be, a simpering Portuguese princess who doesn’t speak the language and weeps softly to herself; the regent, Lord Sperling, a dashing, sharp-eyed politician; and Sperling’s right hand man, Lord Gerhardt, a preening bully. After a toast to the happy couple, Gerhardt excuses himself. Sperling suggests the King and his princess go onto the balcony to greet their subjects. We follow them out of the room and down a dimly lit hallway. From behind a tapestry a pair of gloved hands reach out and drop a bag over the king’s head. The screams of the princess become —
The clash of swords. We’re in a fencing school. Masked pairs advance and retreat in unison. There’s a commotion — someone runs into the room and cries out that the King has been kidnapped. In the general outcry that follows, one of the fencers removes her mask and we meet — Minerva Bellamy. Mid-twenties, flashing-eyed, iron-jawed, swaggering. The finest fencer in the city. Behind her, three more masks come off and we meet her bosom friends: Diana, Minerva’s oldest and staunchest companion; Winifred, tall and gangling and cautious; and Eleanor, tiny and spitting fire. Together this noble quartet rules the academy — they’re the beau ideal, the toast of the young and the thorn in the side of the old. All eyes turn to see how they’ll take the news.
Mask under her arm and rapier twitching restlessly, Minerva says she bets Gerhardt was behind it. Everyone laughs — there’s old and known beef between the two. Another fencer pipes up and says that he’ll take that bet, and is willing to put a hundred ducats on it. Everyone suddenly becomes very serious; bets are no laughing matter here. Minerva and the fencer shake. We cut to a —
Tavern. The four friends are carousing. (Wini)Fred groans that she wishes Minerva hadn’t taken the bet; now they’re going to have to investigate the kidnapping and discover who was really behind it. Ellie’s enthused, and can’t wait for the adventure. She wants to know when and how they’ll start. Fred says she’s sure the trail’s gone cold and that whoever took the king is long gone by now. Ellie and Fred begin bickering, and Minerva intercedes. She declares that they’re going to go see Gerhardt’s mistress.
We cut back to the palace. Sperling is in his chambers. The Portuguese princess is very clearly telling him that the king was kidnapped by Gerhardt, but Sperling pretends not to understand. He condescendingly calls in a female servant and tells her to take the princess to lie down. As they leave they pass Gerhardt on his way in — the princess shrinks from him, pointing and exclaiming that he’s the villain that took the King. No one understands her.
As soon as the door is shut, Gerhardt tells Sperling that everything’s going according to plan — the King is being held in a secret room of the palace by Gerhardt’s men. He asks for his orders. Sperling tells Gerhardt to take the King away from the city for two weeks. Sperling will have the King declared dead, and in two weeks he will crown himself king. Gerhardt asks if he should kill Henrik. Sperling demurs: once he’s crowned, he will be the legal monarch, even if Henrik should be discovered to be alive. No need for unnecessary bloodshed. Gerhardt seems disappointed, but bows and leaves the chamber.
He bundles the king out of the palace and into a waiting carriage. A maid sees the whole thing from a window. She smiles and waves at Gerhardt, who looks put out but forces a smile and waves back.
We return to our heroes. They’re in a lavishly appointed home talking to Gerhardt’s mistress. She tells them that Gerhardt told her he was going to the country for a couple of weeks. She thinks he’s going to see his wife. Minerva asks if there’s anyone they should speak to who might know more. The mistress gives them the name of a maid in the palace — Gerhardt’s newest plaything.
In the carriage, Henrik is apoplectic. He demands to be returned at once. Gerhardt laughs at him.
In the palace, Minerva and company are interviewing the maid — it’s of course the same one that saw Gerhardt at the window. She happily tells them everything. She’s not the sharpest tool, and imagines Gerhardt and the King were taking a late night drive together. They’re shocked, and ask if she told anyone else. She says no, why would she? Ellie’s furious, but Minerva talks her down. Fred cheerfully declares that Minerva won the bet, now they can all go drinking to celebrate. Everyone else is aghast — of course they’re going to go rescue the King. Fred suggests they tell the regent instead, and let someone else handle it. Minerva flatly refuses. She hates Gerhardt, but his family is an old one; if word gets out that he kidnapped the King there’ll be a scandal — the four can just take care of everything and no one ever needs to know. Fred reluctantly agrees. They resolve to give chase that very night.
Cut to the quartet on horseback, swords slapping at their sides as they gallop down the moonlit road.
They gain on the carriage, and are about to overtake it, when Gerhardt orders his guards to turn on the pursuers. He stays in the carriage with the King. Henrik rails against Gerhardt for cowardice. There’s a skirmish in the road. Our heroes are outnumbered. They put up a good fight, though, and the surviving guards scatter. Ellie is wounded. She brushes it off as a mere scratch, but as soon as the words are out of her mouth she collapses. The carriage slips away.
In the palace the next morning, the captain of Gerhardt’s guards is shown into Sperling’s chambers. He’s dusty and bleeding, and tells the regent that they were followed. Sperling asks by whom. The guard tells him that it was Lady Bellamy and her friends. Sperling isn’t pleased; it’s not the first time Minerva and company have gotten in the way of his plans. He orders a detachment of his guards to pursue the pursuers.
We cut to our heroes. They’re at an inn in a small village. Over breakfast, Minerva, Fred, and Diana discuss their plans. Ellie is being seen to by a local surgeon. She limps in, left arm in a sling — it was nearly cut off, and she’s in bad shape. She claims that she’s just fine, thank you very much, but she can barely stand. Only by convincing her that she’ll be a liability, and can better serve the cause by distributing misinformation in the event of pursuit, can Minerva persuade her to stay behind at the inn. Minerva, Fred, and Diana gather provisions from a cellar, and continue after the carriage.
In the carriage, Gerhardt and the King are tired and snippy. Henrik asks how long their journey will be. Gerhardt tells him several days at least. Henrik demands they stop for breakfast. Gerhardt refuses. Henrik declares that he’s going to strangle himself with his bonds unless he gets something to eat. Gerhardt ignores him, until he realizes Henrik is intent on making good on his threat. As the King’s face turns purple, Gerhardt orders the carriage to a halt. He says Henrik has to stay in the carriage, but Henrik swears he won’t raise a cry at breakfast — and says that he hasn’t toured the provinces since he was a teenager, and that no one will recognize him. Besides, his clothes are so ragged that he looks like a beggar. Gerhardt agrees.
Later, our heroes enter the same inn. Gerhardt and the King have already left. Diana describes the King to the publican, but he doesn’t recognize the description. Minerva finds a handkerchief on the floor, emblazoned with the royal crest. She demands where it came from. The publican says the only patron he had that morning was a kindhearted nobleman doing a good deed and feeding breakfast to a beggar. Minerva is quick on her feet — she says that nobleman was her cousin, and asks which way he went and how long ago; she’d love to see him. The publican says he left hours ago, but that there’s a shortcut that will shave off ten miles. The only catch is that the road’s in poor repair, and there’s a bridge that can’t support a carriage. They thank him and hurry off.
The bridge is even worse than he suggested — a rickety, creaking deathtrap over a raging torrent. Fred balks, but without hesitating Minerva gallops across it. Diana follows suit. Fred is nervous and takes it at a walk. Halfway across the bridge gives way and Fred and her horse plunge into the river. As they’re swept downstream, she yells for Minerva and Diana to go on without her. They do.
As they continue, they see a column of dust behind them. It nears, and they see the regent’s guards. They slow, happy for the help, when a musket ball whistles by them. The put two and two together in an instant, and realize that Sperling’s part of the plot. It’s a much smaller group of guards than they would have expected, though, and they conclude that Ellie must have held some of them up. Minerva draws her sword, but Diana stops her. She tells her to rescue the king. Then she wheels her horse and gallops at the guards. Minerva hurries on after the carriage.
After a journey of several days, she comes to a lonely tower in the mountains. Outside it she sees the carriage. Dusk is falling. She surveys the tower. It’s surrounded by a moat, and the drawbridge is raised. Minerva carefully takes off her hat and cape, and dives in. She swims the moat, scales the sheer wall of the tower, and slips in an open window. She finds herself in a bedroom, and she finds Henrik sitting in a chair playing himself at chess.
He greets her friendlily, if not warmly, and asks where her men are. She tells him it’s just her. He refuses to leave with her, preferring to wait for the help he’s confident the regent will send. She tells him the regent’s part of the plot. She tries to get him to dive into the moat with her, but he flatly refuses. Gerhardt enters, bearing a tray of food. As soon as he sees Minerva he drops the tray and draws his sword. Minerva and Gerhardt duel down the steps of the tower while Henrik tries to lower the drawbridge. Minerva knocks out Gerhardt, and Henrik solves the drawbridge mechanism. Minerva hands him Gerhardt’s sword and they leave the tower. Henrik takes one of the carriage horses, and Minerva sets the others loose. Minerva and Henrik gallop away from the tower.
They sleep that night in a cave in the mountains. Henrik proves himself remarkably intelligent and remarkably inept at taking care of himself. They bicker constantly, and Minerva upbraids him for not being able to start a fire. The next morning they get on the road and start heading back toward the capitol. Henrik’s a poor rider, but he’s optimistic. He doesn’t believe that the regent would plot against him, and is confident he’s going to send help.
Later, though, meet a small detachment of the regent’s guards, who attack them. Minerva fights them off handily, but captures one for information. He tells her that Diana is captured, and being held in a tent in a camp nearby. Minerva suggests they continue toward the capitol, but the King nobly insists that they rescue his would-be rescuer. He also apologizes for not believing her about Sperling, and Minerva is forced to acknowledge to herself that Henrik’s not a bad sort deep down.
Back in the lonely tower, Gerhardt wakes up in a bed. His coachman is dabbing his forehead. Gerhardt demands what happened, and the coachman says the prisoner escaped and Gerhardt seemed to need a good night’s sleep. Gerhardt’s furious. He springs out of bed, buckles on his scabbard, but discovers that his sword’s been taken. He runs outside and discovers that all the horses are gone. He and the coachman begin trudging down the road.
Meanwhile, Minerva and Henrik are discussing Diana’s rescue. Minerva’s in favor of plunging into the enemy camp, grabbing her, and fighting their way back out — but Henrik has a better plan. He points to their grubby clothes, and proposes that they simply walk into the camp as beggars. She appreciates the courage of such a scheme, and they enact it.
They approach the camp. Everything seems to be going smoothly, but suddenly the King goes rigid. He whispers to Minerva that these are his personal guards, and even with the grime one of them is almost certain to recognize him. It’s too late to turn back now, though, so they try to brazen it out. They make it as far as Diana’s tent when someone recognizes him. A cry is raised. Minerva seizes a burning brand from a campfire and sets a wagon ablaze. They dash into the tent, loose Diana from her bonds, light the tent on fire, and cut their way out the back. In the confusion they manage to steal horses and gallop out of the camp.
Back at the palace, the courtiers are dressed in mourning clothes. Sperling, in deepest black and feigning duty, outlines grand plans for the coronation — and for his wedding to the poor Portuguese princess, which will follow soon after. He tells his councilors to begin drawing up plans to raise taxes on the poor to cover the costs.
Gerhardt and his coachman, still on foot, reach the burning camp. He upbraids the soldiers, takes command, and organizes pursuit of the King.
Minerva, Diana, and Henrik, meanwhile, are back on the road. Diana tells them what she learned while she was a prisoner — namely that the regent is organizing his imminent coronation and that Ellie has barricaded the inn and is holding a detachment of guards at bay. She’s heard no news of Fred. Minerva is condescendingly solicitous of the King’s wellbeing, and suggests they stop for lunch. The King haughtily tells her that he’s perfectly capable of going without, and suggests they hurry to help their friend. They do.
That night they stop and set up camp. The King competently builds the fire, under Minerva’s approving eye. Diana falls soundly asleep, but Minerva and the King are restless. They talk. He tells her about his forced wedding to the Portuguese princess, which neither of them want. Henrik and Minerva become closer.
They ride hard for a few days. As they approach the village with the inn, the sounds of battle become plain. They find the inn under siege. Ellie has organized a humble but heroic defense force, comprised of scullery maids, cooks, grooms, and the innkeeper. Fred is there, too. Minerva, Diana, and the King slip in through the cellar, and the friends are reunited. They share information and agree they need to make it back to the capitol as soon as possible. They wait until dark, and sneak out of the inn. They watch in amusement as the guards continue besieging the empty building.
They hear hoofbeats on the road behind them, and watch from a ditch as Gerhardt and his men gallop toward the capitol. After waiting a few moments, they follow at a safe distance.
We cut to the next morning, in a cathedral, as the coronation is beginning. Sperling, bedecked in kingly array, sits on a throne. A bishop has just begun intoning when a noise outside interrupts the proceedings. The two groups of riders clatter up the cathedral steps at nearly the same moment. Gerhardt tries to block the door, but Minerva attacks him and Henrik slips inside.
His entrance is met with a shocked clamor. Sperling throws all his cards on the table and orders his guards to seize the King. A battle erupts, loyalists to the King on one side, and supporters of the regent on the other. The Portuguese princess snatches up a sword and joins the side of the royalist loyalists.
Minerva and Gerhardt, swords flashing, duel their way to the roof of the cathedral. Minerva stabs Gerhardt in the leg. He stumbles, falls, drops his sword, rolls down the roof, and catches himself at the last possible moment on a gargoyle waterspout. He dangles over a fatal drop. Minerva hurries to him and helps pull him to safety. As she hauls him up, he takes a dagger from his boot and tries to stab her. She avoids the blow. Thrown off balance, he teeters at the edge — his arms windmill — and he falls to his death.
Meanwhile, Diana, Fred, Ellie, the Portuguese princess, and even the King fight heroically inside. When Sperling sees the battle going against him he flees. Henrik dashes after him. The others try to follow, but can’t make it through the press of battle. Henrik follows Sperling down into the network of catacombs underneath the cathedral, cornering him in a crypt.
Minerva rejoins her companions, who above the din of swordplay shout to her that Henrik followed Sperling into the catacombs. Minerva sets off in pursuit.
Henrik begs Sperling to redeem himself in some way, but Sperling is unrepentant. Minerva arrives, and binds Sperling’s hands. Minerva and Henrik share a moment. They march Sperling back into the cathedral. When his men see that he’s been captured, they throw down their arms. The Portuguese princess unleashes a string of invective. This time, it’s subtitled — and Minerva responds in Portuguese. They smile at each other.
We flash forward to the King’s birthday, when he formally receives his royal powers. We pan from a birthday cake to a larger coronation cake to a huge wedding cake. Pull back to reveal Minerva and Henrik’s wedding. The unhappy cook from the opening scene beams at them. They kiss into black.