It's the early 1920s. Britons Adela Quested (Judy Davis) and her probable future mother-in-law Mrs. Moore (Peggy Ashcroft) have just arrived in Chandrapore in British India to visit Adela's unofficial betrothed, Ronny Heaslop (Nigel Havers), who works there as the city's magistrate. Adela and Mrs. Moore, who long for "an adventure" in experiencing all India has to offer, are dismayed to learn upon their arrival that the ruling British do not socialize, let alone associate, with the native population. Such people as the Turtons, Mr. Turton (Richard Wilson) being Ronny's superior, who openly thumb their noses at the idea in their belief that the Indians are an inferior people. They are further dismayed to see that Ronny adheres to that custom in not wanting to jeopardize his career. At the local white only club, Adela and Mrs. Moore find a like-minded Brit in the form of Richard Fielding (James Fox), the school master at government college, he who offers to organize a small, but truly inclusive, social gathering with some natives for them, unlike the large party the Turtons organize, where the natives are treated poorly, and are used more as window dressing for Adela and Mrs. Moore's benefit. In addition to Fielding's colleague, eccentric Brahmin scholar Professor Narayan Godbole (Sir Alec Guinness), Adela, and Mrs. Moore would like to invite Aziz Ahmed (Victor Banerjee), a young, widowed local physician with whom Mrs. Moore had a chance encounter. As Mrs. Moore is the first Brit who has ever treated him with kindness as she did at that encounter, Aziz is happy to attend. As Aziz wants to impress them by being what he thinks they want him to be, which is more western, he offers to organize an outing for this small collective to the Marabar Caves, which has some renown. The outing is despite Aziz never having been to the caves himself, and despite the expense to himself, that sum of money which he really can ill afford. Something that happens at the caves has the potential to bring the British-Indian bridge that has been forged within this small collective come crumbling down, that something which also threatens Aziz and Adela's lives in the process.