In the prologue, told in stained glass windows, an old beggar woman arrives at the castle of a French prince. The woman asks for shelter from the cold, and in return, offers the young prince a rose. Repulsed by her appearance, the prince turns her away. The beggar warns him to not judge by appearances, but the Prince ignores her, and shuts the door on her. The woman then throws off her disguise, revealing that she is a beautiful enchantress. The Prince tries to apologize, but she has already seen the lack of kindness in his heart. She conjures a powerful curse, transforming him into a hideous beast reflecting the cruelty within himself, his servants into anthropomorphic household items, and the entire castle into a dark, forbidding place so that he will learn to not judge by appearances. The curse can only be broken if the Beast learns to love another and receives the other's love in return before the last petal of the enchantress's rose withers and falls; if not, he will be doomed to remain a beast forever. As the years pass, the Beast sits in his castle wallowing in despair, convinced that no one could ever love a beast.
Years later, a beautiful young peaseant woman named Belle has moved to a nearby village. She is seen as strange due to her preference for reading books and dislike of being courted by the local hero, Gaston, whom she perceives as an egomaniac and 'positively primeval'. At one point Gaston offers his hand in marriage to Belle, which she rejects. This serves a hard blow to Gaston's ego.
Maurice, Belle's father, is an eccentric inventor. While traveling to a fair, Maurice becomes lost and loses his horse in the night as wolves chase him; cold and tired, he stumbles upon a mysterious castle and enters it. One by one, the enchanted household items, Lumière the candelabra, Mrs. Potts the teapot and Cogsworth the clock and head of the household warmly welcome him and shelter him from the cold. The Beast discovers Maurice and, in a fury, locks him in a dungeon on top of the castle tower. Belle, who worries when her father's horse returns home without him, decides to seek out her father. Eventually, Belle winds up at the Beast's castle. She finds him at the tower dungeon and tries to break him free, but the Beast catches her instead. She offers herself in exchange for her father's life, against his wishes. The Beast agrees and releases her father, throwing him in a spider-like sedan chair and ordering it to return him to the village. He gives her permission to go anywhere in the castle except the West Wing, refusing to explain why. The Beast shows Belle her room and tells her that they must meet for dinner (at Lumiere's suggestion). Belle later refuses to have dinner with the Beast, enraging him. He tells the servants that if Belle does not eat with him, she will have to starve. At that, the Beast storms off towards the West Wing. Ignoring the Beast's orders, the enchanted items welcome Belle warmly and entertain her with an elaborate dinner.
Back in the village, the citizens and fellow goons attempt to cheer up Gaston after Belle has rejected him. Maurice then bursts in and asks for help to rescue Belle from "a beast", but no one believes him. Gaston decides to force Belle to marry him by threatening to have her father thrown into the local madhouse. Maurice goes off to search for Belle, unaware of Gaston's plan.
After dinner, Belle asks the servants for a tour of the castle. Fooling Lumiere and Cogsworth into showing the library, Belle sneaks into the forbidden West Wing, discovering an extremely disarrayed and desolate room, a slashed portrait with strangely familiar blue eyes, and the enchanted rose. The Beast catches her and loses his temper. Belle flees the castle and is chased by wolves. The Beast, apparently tipped off by Lumiere (whom Belle had passed on her way out of the castle), appears and fights off the wolves; a grateful Belle returns to the castle and, while tending to the Beast's wounds, thanks him for saving her life. Over some time, the two start to become friends. The household items are excited and optimistic that Belle may fall in love with the Beast and cause them to become human again. The relationship reaches its climax with an elegant dinner and ballroom dance.
Belle asks if she can see her father and the magic mirror reveals that Maurice is lost and sick in the forest. The Beast, having fallen in love with Belle, releases her to rescue her father. She finds Maurice and takes him back to the village, where a mob gathers to take him to the asylum. Gaston offers to have Maurice spared if Belle agrees to marry him but she still refuses. To prove that her father's claim of the Beast's existence is true, Belle uses the magic mirror to show the villagers an image of the Beast. The villagers become frightened as they realize that the Beast is real. Belle assures them that the Beast is kind and gentle, and that he's her friend. Out of jealousy and anger, Gaston tells the mob that Belle is as crazy as her father. Gaston rallies the villagers to storm the castle and "kill the beast," convincing them that he is dangerous. To prevent Belle and Maurice from warning the Beast, they are locked in the house cellar.
With the help of Chip the teacup, Belle and Maurice escape from the cellar and rush back to the castle. The villagers force open the castle door and battle the servants, although Gaston deserts the battle to search for the Beast. While combatants on both sides are slain, the servants eventually manage to drive the villagers out of the castle, and Lumiere, Cogsworth and Mrs. Potts leave in pursuit of Gaston. Gaston finds the Beast alone in the West Wing and attacks him, throwing both of them outside on the balcony and rooftops. The Beast does not defend himself because he has given up hope of being able to see Belle again. As soon as he sees Belle arriving to the castle and calling out for him on the rooftop, the Beast gains the will to fight Gaston. A heated battle ensues between Gaston and the Beast, culminating when Beast grabs his neck and threatens to drop him off the roof. Gaston begs for his life, and the Beast surprisingly relents. He merely tells Gaston to leave and never come back, and then throws him aside. When the Beast climbs back up to the balcony to greet Belle, glad that she had returned, Gaston stabs the Beast in the back, but loses his footing and falls into the deep chasm below just as Lumiere, Cogsworth and Mrs. Potts arrive.
Belle tries to reassure the badly wounded Beast that everything will be fine, but he knows that his wound is fatal and that he is about to die. The Beast tells her that he was happy to see her one last time, and succumbs to his injury. Belle, in tears, whispers that she loves him, just before the last petal falls from the rose thus breaking the spell just in the nick of time. He is then reverted to his human form, unrecognizable except for his blue eyes. When Belle and the prince kiss, the curse is broken, the castle becomes beautiful again, and the enchanted objects turn back into humans. The last scene shows Belle and the prince happily dancing in the ballroom and they live happily ever after.