King Lear (Sir Michael Hordern), old and tired, divides his kingdom amongst his daughters, giving great importance to their protestations of love for him. When Cordelia (Brenda Blethyn), youngest and most honest, refuses to idly flatter the old man in return for favor, he banishes her and turns for support to his remaining daughters. But Goneril (Gillian Barge) and Regan (Dame Penelope Wilton) have no love for him and instead plot to take all his power from him. In a parallel, King Lears loyal courtier the Earl of Gloucester (Norman Rodway) favors his illegitimate son Edmund (Michael Kitchen) after being told lies about his faithful son Edgar (Anton Lesser). Madness and tragedy befall both ill-starred fathers.