And after you have made the plain run red with English blood, once
you have ground them into the dirt, what then, my love?
In 1803 India, Sergeant Sharpe leads a patrol to an East India Company outpost. He arrives shortly before another supposedly friendly group of soldiers led by Major William Dodd. Dodd has his men kill every man, woman and child there. Sharpe is wounded and left for dead, but survives.
Fourteen years later, Sharpe, now a farmer in France, is summoned by the Duke of Wellington to his London home to undertake one more mission for him, to find a man in India. The missing agent was trying to learn the identity of a turncoat officer advising a rebellious Maratha Rajah. Sharpe refuses, unwilling to press his luck any further, until he learns that the agent is his best friend, Patrick Harper.
Sharpe sets out for India. On his way to report to General Burroughs (Peter Symonds), he passes a group of soldiers accompanying Celia Burroughs, the general's attractive daughter. After a short conversation with her, he rides on ahead. He is soon ambushed by a band of bandits, but is rescued by Patrick Harper. Celia Burroughs' escort is also attacked; she is captured and taken to the fortress of Khande Rao (Karan Panthaky), the nominal leader of the revolt. However, he is not quite of age and is under the influence of a regent, his late father's favourite concubine, Madhuvanthi, and her lover, General Dodd, who plan to kill Rao before he can take over fully.
Sharpe reaches the British encampment, where he finds General Burroughs incapacitated by illness. Command has passed to an enemy of Sharpe's, General Sir Henry Simmerson. When Simmerson refuses to act without orders and reinforcements from Agra, Sharpe gets his permission to infiltrate Ferraghur, the enemy fortress. Simmerson is only too happy to allow Sharpe to risk his life on a dangerous mission.
He and Harper pretend to be deserters and are taken in by the rebels. He makes the acquaintance of former French Colonel Gudin (Aurélien Recoing), a fellow veteran of the Battle of Waterloo two years earlier, who has been hired to train the rebels.
Meanwhile, Simmerson finally arrives and lays siege to Ferraghur. Sharpe discovers that Dodd has deceived the British into attacking just where he has planted barrels of gunpowder. In a skirmish, some British soldiers are captured, among them Sergeant Shadrach Bickerstaff, who had clashed with Sharpe earlier. To save his life, he betrays Sharpe.
He and Harper are beaten and imprisoned, but Gudin, disgusted by the barbaric execution of prisoners, helps Sharpe and Harper escape, just as the British launch their assault. Gudin attempts to free Celia but is killed by Bickerstaff. Sharpe triggers the trap prematurely, blowing up many of the rebels. Harper encounters and shoots Bickerstaff, while Sharpe searches for Dodd. Seeing that the fortress has fallen, Dodd prepares to flee. Madhuvanthi attacks him with a knife when she learns that he is abandoning her, and is killed. Then Sharpe finds him and, in the ensuing swordfight, ends his life.
Celia is reunited with her father. Khande Rao is captured alive and is allowed to keep his throne after he signs a peace treaty, much to Sharpe's disgust. Their mission accomplished, Sharpe and Harper ride off.
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