Young Will Shakespeare has writer’s block and needs some inspiration. His ideas for his new comedy, Romeo and Ethel the Pirate’s Daughter, are less than genius and the owner of the theatre is under scrutiny from the producer, to whom he owes money. Meanwhile, across town, a rival theatre performs Will’s The Two Gentlemen of Verona, and heaven forbid, they added a dog, all without his permission!

The high-spirited young lady, Viola De Lesseps, who knows Will’s work very well, wishes to be on the stage. This, of course, is against the law in Elizabethan England, but it doesn’t stop her from trying. Disguised as a young man and going by the name Thomas Kent, Viola attends auditions for Will’s next play, the very one he is struggling to finish.

Viola returns home to prepare for the ball being hosted by the De Lesseps household and discovers her father has arranged a marriage for her to a Lord Wessex, a wealthy Virginia plantation owner.

Will and his playwright friend Christopher Marlowe come to her house looking for “Master Kent” to offer him the lead of Romeo in his play, and are invited to come in to the ball. Here Will sees Viola for the first time, and soon a scene similar to the initial meeting of Romeo and Juliet takes place. Will’s sudden attention to Viola offends Lord Wessex, and when asked for his name, Will introduces himself as Marlowe.

Later, Viola’s nurse delivers Will’s message to Viola about her getting the role in the play but warns that acting will not end well for her. Marlowe accompanies Will to Viola’s balcony, and a Romeo-and-Juliet-like balcony scene unfolds as Will discovers new-found inspiration. The nurse discovers Will before he escapes, but now the household is onto him—but by the name Marlowe.

Rehearsals begin the next day and Viola (as Kent) plays Romeo. As they continue, the story gradually changes from one about Romeo and a pirate’s daughter to one with a love interest named Juliet.

Wessex visits Viola and informs her of their impending marriage and journey to Virginia. Though it breaks her heart, Viola sends word to Will that he must not visit her again because it is too dangerous. Will follows Kent from rehearsal and divulges his desperate love for Viola. He soon discovers Viola’s disguise, and they come together in passion for each other.

Will tries to convince Viola to run away with him instead of marrying Wessex. She knows she can never do this, and that she must go with Wessex to receive the Queen’s approval for their marriage. Once at court, the Queen examines Viola and privately tells Wessex she can tell Viola has another lover. In his anger, he assumes it is Marlowe and goes after him.

As things continue to fall apart, one of Will’s rivals claims he has rights to the Romeo and Juliet manuscript and attempts to get it away from the cast during a rehearsal. Will’s company manages to hold on to it, but as they celebrate, Viola/Kent discovers Will has an estranged wife and two children. She runs out, leaving the group to mourn over the sudden news that Marlowe was just stabbed to death across town.

Drunk and stirred up, Wessex finds Viola distraught in her bedroom and breaks the news of “her” playwright’s death. She faints, believing he means Will; but when Will enters looking for Viola, Wessex flees thinking him the ghost of Marlowe.

Similarly to the ending of Romeo and Juliet, Will sees Viola and pleads if she be dead, that he die too. Fortunately she awakes at his kiss and they work through their misunderstandings. However, more troubles await at the theatre. The Queen’s chamberlain declares it closed for allowing a female to act on the stage. With so many disruptions, what happens now to Will’s new play and where will the players go? How can Will and Viola be together now with her wedding approaching? What does Will’s future hold?