Within the chambers of a desolate house, a solitary servant tends to his invalid master. Tangibly detailed period design and hauntingly lifelike puppetry unearth the dreamworld of Poe.

Orlando is forced to work like a servant for his brother Oliver, so he goes to win his fortune in a wrestling contest, where he meets a lady of the court, Rosalind. Rosalind (daughter of the deposed duke) is companion to Celia, niece of the deposed Duke, and when the current duke banishes Rosalind from the kingdom, she, Celia, the court jester (and incidentally Orlando) all end up in the forest or Arden, where the deposed Duke holds court. Romantic mixups, cross-dressing, love poems nailed to trees, and a lion await them all.

Gus Van Sant tells the story of a young African American man named Jamal who confronts his talents while living on the streets of the Bronx. He accidentally runs into an old writer named Forrester who discovers his passion for writing. With help from his new mentor Jamal receives a scholarship to a private school.