In the 7th-century B.C., the Assyrians storm the walls of the Jewish city of Bethulia, leaving its people frightened and ready to hand their homes over to the invaders. As the Assyrians close in, the citizens are cut off from the outside world, and they began to starve. Seeing her people's desperation, Jewish widow Judith poses as a harem worker, winning her entry into the Assyrian camp, where she plans to kill their general, Holofernes.