Director: Radha Krishna Jagarlamudi
Writer: Radha Krishna Jagarlamudi
Kangana Ranaut as Rani Lakshmi Bai (Manikarnika aka Manu)
Jisshu Sengupta as Gangadhar Rao, Laxmibai’s husband
Atul Kulkarni as Tatya Tope
Mohammed Zeeshan Ayyub as Sadashiv (Lakshmi’s Brother in Law) 
Richard Keep as General Hugh Rose
Suresh Oberoi as Bajirao II
Danny Denzongpa as Ghulam Ghaus Khan
Anil George as Pir Ali
Edward Sonnenblick as Captain Gordon
Vaibhav Tatwawaadi as Puran Singh
Ankita Lokhande as JhalkariBai
Yash Tonk as Rao Tula Ram
R. Bhakti Klein as Lord Canning
Katelyn Rodrigues as Little Manikarnika
Mishti as KashiBai
Priya Gamre as Sundar
Unnati Davara as Mundar
Suparna Marwah as Rajamata
Ravi Prakash as Scindia King of Gwalior
Rajiv Kachroo as Gul Mohamad
Nihar Pandya as Rao Saheb Peshwa
Taher Shabbir as Sangram Singh, credit as Tahir Mithaiwala 
Kulbhushan Kharbanda as Dixit Ji
Manish Wadhwa as Moropant
Nalneesh Neel as Teer Singh
The film begins with the birth of Manikarnika in the ghats of Varanasi in 1828. She is raised by Peshwa Bajirao II in Bithoor and her father, Moropant. A young blossoming Manu is spotted by Jhansi’s minister, Dixit-Ji, slaying a tiger. Impressed by her feat, he proposes marriage between her and the Maharaja of the Maratha ruled princely state of Jhansi, Gangadhar Rao. The marriage is celebrated and attended by the Jhansi residents among whom a loud, spunky woman named Jhalkari Bai makes her way to the front along with her husband Puran Singh to take a peek at their new queen. Sadashiv Rao is seen plotting against the king with the British officers who have promised him a part of the estate when Jhansi is conquered by the Company. After the Maharaja’s son Damodar Rao is born, Sadashiv is briefly seen side-eyeing a maid carrying holy water to the naming ceremony of the newborn, implying that he is behind the poisoning that eventually kills Damodar Rao and leaves the Maharaja weak and on his deathbed. To have an heir for the succession of the Jhansi throne, the Maharaja decides to adopt a child. Much to Sadashiv’s dismay, his son is not adopted and instead, Anand Rao, the son of a courtier, that happens to run to Lakshmi Bai is named the heir. His name is changed as Lakshmi Bai instinctively calls him Damodar Rao. Sadashiv revolts and refuses to bow down to the future queen regent Lakshmi Bai and is banished from Jhansi.
After a few months, when the Maharaja dies, the Company expects to apply the Doctrine of Lapse and annex the kingdom of Jhansi as it does not have a male heir. Lakshmi Bai does not relent and refuses to accept the practices of widowhood of those times. Instead she takes on the responsibility of the throne in order to fulfill her promise to her late husband. When the British force her to vacate the palace, she walks gracefully into the village and is welcomed and greeted by a massive parade of villagers led by Jhalkari Bai. This further enrages the British officers. The queen continues to live among the civilians quietly strategizing to reclaim her kingdom.
Meanwhile, the rebellion of 1857 by Indian Soldiers break out due to greased cartridges sent to India. The rebellion begins from Barrackpore to Lucknow and reaches Jhansi. The Revolutionaries led by Sangram Singh attack Jhansi Headquarters and kill General Gordon and attempt to kill their children and wife. But their attempts are thwarted by Lakshmi Bai who reaches the spot and saves the children. She plans to conquer the throne of Jhansi back while Sangram Singh and his men join the rebellion in Delhi. The company requests the British government to appoint Sir Hugh Rose to salvage the situation and remove Lakshmi Bai from the throne permanently. Knowing very well that she will soon be attacked again, Lakshmi Bai begins training her own army and especially women to fight. Meanwhile, Sadashiv conjures a mutiny resulting in the deaths of many innocent British women and children in addition to British officers and blames it on Rani Lakshmi Bai to prompt Hugh Rose to attack and crush her for good. On the way to Jhansi, Hugh hangs a girl simply because her name is Lakshmi.
During the siege of Jhansi, the Queen valiantly steps into the battle field to destroy the British cannons strategically placed in front of a temple. The strong castle walls keep the queen and her army safe until Sadashiv Rao divulges secrets about the castle to the British who finally break the siege and manage to storm the keep, resulting in the death of Gaus-Baba. Jhalkari Bai, despite discovering that she is pregnant acts as a decoy pretending to be the queen due to her striking resemblance to Lakshmi Bai. She manages to get all the British soldiers to follow her and distracts them enough for the queen to safely escape the castle with Damodar Rao. Jhalkari Bai sacrifices herself in a major gunpowder explosion killing numerous British officers along with her.
Having lost everything but her love for the country, Lakshmi Bai escapes to Kalpi to reunite with Tantya Tope and other allies. She recaptures Gwalior and motivates the Maratha soldiers to participate in the Indian Rebellion of 1857. With a heavy heart, Lakshmi Bai leaves Damodar Rao with her childhood friend and attendant, Kashi and leads an attack on the British army. Lakshmi Bai bravely sets out to attack the huge British army but then faces a certain defeat. At the end of the film, Rani Lakshmi Bai gets shot. While dying she looks at Hugh and immolates herself to avoid being captured and humiliated by the British.
Depicting the aftermath of the events of Rani Lakshmi Bai’s death in Amitabh Bachchan’s voiceover, Kashibai surrendered to the British Government in 1860 in support of Damodar Rao. Damodar Rao, though survived, lived a life suffering from prolonged illness and dire poverty, died at the age of 58 in 1903. Sadashiv Rao was given death sentence by the British Government in 1870. Ghulam Gauz Khan as per his last wish was buried within the fort of Jhansi. General Hugh Rose wrote about Rani Lakshmi’s bravery and courage in his autobiography ‘Sir Huge Rose and the Central Indian Campaign of 1858’ that “she was the most dangerous of all rebel leaders, best and bravest of all, the only man among mutineers.”