In late
17th-century England, court jester Barkilphedro informs
King James II of the capture of Lord Clancharlie, an exiled nobleman, who has returned for his young son, Gwynplaine. The King tells Lord Clancharlie that a grin was carved upon the boy's face by Hardquanonne, a
Comprachico surgeon. Lord Clancharlie is executed in an
iron maiden. Shortly afterward, the King issues a
decree banishing all Comprachicos from England. A group of Comprachicos prepares to set sail from England, abandoning young Gwynplaine. The boy struggles through a snowstorm and rescues a baby girl whose mother had frozen to death. They are taken in by Ursus, a kindly philosopher-showman, and his pet wolf, Homo. Ursus realizes that the baby girl, named Dea, is blind. Years later, Gwynplaine and Dea, now adults and in love, travel the countryside with Ursus, performing plays he has written for them. Gwynplaine's frozen smile has earned him widespread popularity as "The Laughing Man," but he is deeply ashamed of his disfigurement, believing himself unworthy of Dea's affections. Hardquanonne recognizes Gwynplaine at the Southwark Fair and sends a letter to the Duchess Josiana, which is intercepted by Barkilphedro, now an influential agent of the court. The letter claims knowledge of a living heir to the estates of Lord Clancharlie – currently being occupied by the Duchess – and suggests that she pay Hardquanonne for his silence. Barkilphedro shows the letter to
Queen Anne, and his men take Hardquanonne to Chatham Prison to be tortured. The Queen sends the Duchess's fiancé, Lord Dirry-Moir, to retrieve her after she shirks her duties at the
royal court. Dirry-Moir finds the Duchess shamelessly cavorting with the local men at the Southwark Fair. A brawl breaks out, and she leaves for
Kensington Palace. From a balcony, the Duchess watches Gwynplaine's act at the fair, and she finds herself both sexually aroused and repelled by his disfigurement. A messenger gives him a note arranging a rendezvous at midnight and, while conflicted over his feelings for Dea, he sneaks out of the caravan that night. His departure is heard by a worried and heartbroken Dea, who finds the letter. Gwynplaine is ushered inside the Duchess's estate, where she attempts to seduce him, but is interrupted by the delivery of a pronouncement informing her of Gwynplaine's noble lineage and the Queen's decree that she marry Gwynplaine, thereby
legitimizing her occupation of the late Lord Clancharlie's estates, with her engagement to Dirry-Moir already having been
annulled. The Duchess begins to laugh, causing Gwynplaine to rush away, devastated at again being made into a mockery. Gwynplaine returns home and extracts the Duchess's letter clutched in Dea's hands as she sleeps. He tears the note into pieces before breaking down into tears, overcome by guilt. Dea wakes up, relieved to find he has returned. He guides her hands to feel his smile for the first time, and she reassures him that God made her sightless so she could see only the real Gwynplaine. Guards arrive to arrest Gwynplaine, and he is taken to Chatham Prison. When the guards later march out of the prison bearing Hardquanonne's coffin, Ursus mistakenly concludes that Gwynplaine has been executed. Barkilphedro arrives to notify Ursus he has been banished from England and cruelly lies to him that the "laughing
mountebank" is dead. Hearing this from the stage, Dea faints in shock. Gwynplaine is freed from prison and is to be made a
peer in the
House of Lords. The next day, he is brought to London for his
introduction ceremony by Barkilphedro at the same time as Ursus and Dea head for the
Thames docks to leave the country. Their vehicle carriage wheels lock and Ursus's pet wolf, Homo, leads Dea to the House of Lords. The peers are outraged that somebody whom they believe to be a clown has joined their ranks. Gwynplaine is presented to Queen Anne, who decrees Gwynplaine will marry the Duchess. Dirry-Moir brings Dea inside the building, but she is tricked into going back outside by Barkilphedro and brought to Ursus. Upset over the peers' mockery, Gwynplaine renounces his peerage and refuses to marry the Duchess. He escapes from the guards and runs through the streets, only to find his show closed. Gwynplaine heads to the docks when he learns that Dea and Ursus were ordered to leave England, managing to elude Barkilphedro's men with the help of the villagers. When he reaches the docks, Gwynplaine's cries are heard by Homo, who leaps off the ship and swims to him. The wolf-dog mauls Barkilphedro who was about to attack Gwynplaine. Gwynplaine and Homo are pulled aboard, where the former is reunited with Ursus and Dea; together, they sail away. ==Cast==