Born to a rich landowner in the waning days of the Victorian era Ursula Brangwen grows into a beautiful young woman full of imagination and ambition. The free-spirited Ursula begins to feel trapped by her prim surroundings but her life changes when she has an erotic experience with Winifred a bisexual teacher. From then on Ursula puts all of her passion and creativity into the pursuit of sexual fulfillment. But her insatiable quest becomes a source of anguish.