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Lear (Sir Laurence Olivier) is an aging King who wants to retire by abdicating to his three daughters. However, in an act of petty ego stroking, he asks them who amongst them loves him most. While two daughters eagerly toady to him, his one loving daughter, Cordelia (Anna Calder-Marshall), refuses play along with this foolish charade. In a rage, Lear exiles her along with his one loyal aide who dares to stick up for her. This foolish move works to Lear's sorrow as his two remaining daughters cruelly and gradually strip him of his status and possessions until he is rendered an insane hermit attended only by his fool. All the while, the illegitimate son of another Lord is plotting his own ambitions while contributing to this tragic tale of ego and familial cruelty.