A prologue styled after stained glass windows explains that once there was a Prince who was tested by an Enchantress, appearing as an ugly beggar on a cold winter night and asking for shelter in exchange for a rose. The prince, horribly spoiled and cruel, turned her away in disgust, and so she cursed him to become a monstrous Beast, with the only way to break the curse being to fall in love with someone who loved him in return, with the rose also being enchanted as a deadline, set to wilt entirely on his 21st birthday. The Beast shut himself in his castle with only a magic mirror to see the outside world, despairing at ever getting someone to love him.
Belle, daughter of the inventor Maurice, feels horribly stifled in the small provincial town he moved them to, where everyone finds her odd for spending all her time reading books rather than enjoying the attentions of the towns most popular citizen Gaston. Shes actually the only one who can see Gaston is just a conceited blowhard, and brushes off his latest proposition to get back home, where Maurice is working on a wood-chopping machine. After several failures he finally gets it to work, and heads off to the fair to display it.
Maurice gets lost in the forest, and as night falls his horse Phillipe runs off with the cart, leaving him alone to face a pack of wolves. He discovers the Beasts castle, where hes shocked to discover the staff who were also affected by the curse and turned into various household objects. While Lumiere the candlestick, Mrs. Potts the teapot, and her son Chip the cup all eagerly make Maurice comfortable, Cogsworth the clock only frets about how the Beast will react. And soon enough the Beast arrives, furiously accusing Maurice of wanting to stare at him and throwing him in a tower cell.
With Belle now alone in the cottage, Gaston is presumptuous enough to set up an entire wedding outside before hes even proposed. And when he does do it, Belle reacts just as expected, tricking him into falling outside into a mud puddle. As Gaston storms off swearing hes going to marry her, Belle sarcastically acts out being his wife before repeating how much she wants to get away from the town and find adventure. Just then, Phillipe returns and Belle demands he take her back to her father.
As Belle enters the castle, Lumiere immediately figures she could break the spell and covertly leads her to Maurices tower cell. Maurice tells her to just go, but the Beast interrupts. Belle desperately offers herself as a prisoner in his place, and the astonished Beast quickly agrees, throwing Maurice out without even letting them say goodbye. Lumiere further prods the Beast to let Belle stay in one of the bedrooms rather than the cell, and invite her to go anywhere on the grounds she likes except the west wing, which he simply snaps is forbidden. He leaves her room after ordering her to have dinner with him, and she weeps on the bed at her predicament.
In the bar, Gaston is still fuming about Belles rejection, but his henchman Le Fou gets the whole crowd to sing his praises and gets him back to his old self. Thats when Maurice barges in begging for help, but with the whole town already seeing him as crazy, his story about the Beast just gets him thrown into the street. Gaston also starts coming up with a new plan to use him to get to Belle.
After Belle is introduced to the cursed servants by meeting Mrs. Potts and her Wardrobe, she shocks them by refusing to come to dinner. Downstairs, Lumiere and Mrs. Potts try to give the Beast advice, but it all goes out the window when Cogsworth brings the news. The Beast struggles to control his temper as he asks her more politely, but when Belle refuses again he orders that she wont get any food at all unless its with him. In the west wing, he uses the mirror to see Belle telling the wardrobe she wants nothing to do with him, and loses all hope.
Late at night, Belle wanders down to the kitchen where everyone is getting ready for bed. But upon hearing shes hungry, Lumiere and Mrs. Potts break the Beasts order and get everyone to prepare a sumptuous dinner, with Belle awestruck at the spectacle and even Cogsworth won over by the end. Belle also charms Cogsworth into giving her a tour.
The tour inevitably takes them to the entrance to the forbidden west wing, and Belle quickly gets past Lumiere and Cogsworths attempts to keep her out. She discovers the Beasts old bedroom which he ravaged after being cursed, including a painting of his old self, but when she takes the cover off the rose, the Beast appears and chases her out, furious at her almost destroying the rose right there. The attack drives Belle to flee the castle on Phillippe, but they soon run afoul of the wolves. The Beast eventually arrives and fights them off, but then collapses from his wounds, leaving Belle the choice between making good her escape or bringing him safely back to the castle. She chooses the latter, where they make a real connection for the first time while she cleans the Beasts wounds.
Gaston meets with DArque, the owner of the local insane asylum, and lays out his plan to have Maurice committed unless she marries him, and gets an eager agreement. By the time they get to Maurices house, hes already left to try to rescue Belle, and Gaston leaves Le Fou to watch for his return.
The Beast decides to give Belle a gift, and Lumiere and Cogsworth remember her excitement about the castle library from the tour, so he allows her free reign of it. As the days go by, they continue to grow closer, including Belle also meeting the Beast halfway by sipping from her soup bowl when hes unable to use a spoon. Finally, they have a romantic ballroom dance with the Wardrobe supplying Belle with a gorgeous gown.
After the dance, Belle says shes happy with the Beast but wishes she could see her father again, so the Beast shows her the magic mirror. Unfortunately, she sees Maurice still searching the forest and clearly ill, so after a brief glance at the wilting rose, the Beast releases her to go help him and even sacrifices the mirror so shell be able to still see him. Upon breaking the news to Cogsworth he says he did it because he loves her, and roars in despair at seeing her leave.
Belle takes Maurice back home and explains how the Beast has changed, and also discovers Chip stowed away with her. But thats when DArque arrives after being alerted by Le Fou, and Gaston makes his play. But Belle still refuses to marry him, and proves the Beast is real with the mirror. Unfortunately, the Beasts anguished roars make him look like a dangerous monster, and Gaston quickly pivots to forming the villagers into a mob to storm the castle, locking Belle and Maurice in their cellar.
As the mob arrives, the Beast despondently refuses to defend himself. However, the servants all band together and lure the mob into the foyer by pretending to just be regular objects, then launching their attack once the mob is surrounded. They make short work of most and send them running, though Gaston manages to sneak upstairs. Back in the village, Chip frees Belle and Maurice with the wood chopping machine.
Gaston finds the Beast, who still refuses to fight back against him. But then Belle and Maurice arrive and he launches into action, ultimately holding Gaston over a fatal drop at which his bravado vanishes and he pathetically begs for his life. The Beast relents and tells him to get out, then turns back to Belle. Gaston makes one last attack and stabs him in the back, but quickly loses his grip and falls to his death. The Beasts wound appears fatal, and Belle weeps and says she loves him. The last rose petal falls, but Belle returning the Beasts love happened just in time and the spell is reversed, turning him back into a human Prince while also healing him. They kiss and the rest of the spell is undone, returning the castle and all the servants to normal. Belle and the Prince dance again, as Maurice happily looks on and Mrs. Potts assures Chip theyll live happily ever after.