Young aristocrat Anthony Raine returns home from India to find the farmers of Pembrokeshire protesting about the rates of a tollgate run by The Whitman Turnpike Trust, headed by the drunken Lord Sarn. So Raine dons a mask and, calling himself Rebecca, instructs his followers to dress as women as they attack the tolls, leading the common people to victory over their masters.
Peter O'Toole
as Lord Sarn
Paul Rhys
as Anthony Raine
Joely Richardson
as Rhiannon
Dafydd Hywel
as Rhodri Hughes
Sue Roderick
as Sarah Hughes
Keith Allen
as Davy
Simon Dormandy
as Captain Marsden
Clive Merrison
as Sir Henry
Robert Blythe
as Sergeant Bridges
Gwenllian Davies
as Sarah Jane
Donna Edwards
as Bessy
Desmond Barrit
as Jack Wet