Redmond Barry (Ryan O'Neal) is a young Irish farm boy in love with his cousin Nora Brady. However, Nora becomes engaged to a British naval officer. Hurt by this and seeking to retain his honor, Barry challenges the captain to a duel. Barry wins the duel but must flee to Dublin avoiding the authorities. Determined to become something aristocratic he sets off to make his way in the world. But he is robbed by highwaymen. Without means of support, Barry joins the British Army to fight in the Seven Years War. Deserting the British, Barry joins the Prussian Army and saves the life of gambler/con artist the Chevalier de Balibari. He helps Chevalier and becomes his pupil -- learning from the master, and lying, cheating, stealing, and climbing up the social ladder of the aristocracy. This culminates in Barry's marriage to the wealthy Lady Lyndon (Marissa Berenson). Taking her name, his is now Barry Lyndon, aristocrat. He has the power, influence, money he long desried. But new wealth equals new enemies as Barry now has to fight against enemies at home who see him for the charlatan he is.