The story opens in ancient Britain, where the elderly King Lear is deciding to give up his power and divide his realm amongst his three daughters, Cordelia, Regan, and Goneril. Lear’s plan is to give the largest piece of his kingdom to the child who professes to love him the most, certain that his favorite daughter, Cordelia, will win the challenge. Goneril and Regan, corrupt and deceitful, lie to their father with sappy and excessive declarations of affection. Cordelia, however, refuses to engage in Lear’s game, and replies simply that she loves him as a daughter should. Her lackluster retort, despite its sincerity, enrages Lear, and he disowns Cordelia completely. When Lear’s dear friend, the Earl of Kent, tries to speak on Cordelia’s behalf, Lear banishes him from the kingdom.
Meanwhile, the King of France, present at court and overwhelmed by Cordelia’s honesty and virtue, asks for her hand in marriage, despite her loss of a sizable dowry. Cordelia accepts the King of France’s proposal, and reluctantly leaves Lear with her two cunning sisters. Kent, although banished by Lear, remains to try to protect the unwitting King from the evils of his two remaining children. He disguises himself and takes a job as Lear’s servant. Now that Lear has turned over all his wealth and land to Regan and Goneril, their true natures surface at once. Lear and his few companions, including some knights, a fool, and the disguised Kent, go to live with Goneril, but she reveals that she plans to treat him like the old man he is while he is under her roof. So Lear decides to stay instead with his other daughter, and he sends Kent ahead to deliver a letter to Regan, preparing her for his arrival. However, when Lear arrives at Regan’s castle, he is horrified to see that Kent has been placed in stocks. Kent is soon set free, but before Lear can uncover who placed his servant in the stocks, Goneril arrives, and Lear realizes that Regan is conspiring with her sister against him.
Gloucester arrives back at Regan’s castle in time to hear that the two sisters are planning to murder the King. He rushes away immediately to warn Kent to send Lear to Dover, where they will find protection. Kent, Lear, and the Fool leave at once, while Edgar remains behind in the shadows. Sadly, Regan and Goneril discover Gloucester has warned Lear of their plot, and Cornwall, Regan’s husband, gouges out Gloucester’s eyes. A servant tries to help Gloucester and attacks Cornwall with a sword – a blow later to prove fatal.
News arrives that Cordelia has raised an army of French troops that have landed at Dover. Regan and Goneril ready their troops to fight and they head to Dover. Meanwhile, Kent has heard the news of Cordelia’s return, and sets off with Lear hoping that father and daughter can be reunited. Gloucester too tries to make his way to Dover, and on the way, finds his own lost son, Edgar.
Tired from his ordeal, Lear sleeps through the battle between Cordelia and her sisters. When Lear awakes he is told that Cordelia has been defeated. Lear takes the news well, thinking that he will be jailed with his beloved Cordelia – away from his evil offspring. However, the orders have come, not for Cordelia’s imprisonment, but for her death.
Despite their victory, the evil natures of Goneril and Regan soon destroy them. Both in love with Gloucester’s conniving son, Edmund (who gave the order for Cordelia to be executed), Goneril poisons Regan. But when Goneril discovers that Edmund has been fatally wounded by Edgar, Goneril kills herself as well.
As Edmund takes his last breath he repents and the order to execute Cordelia is reversed. But the reversal comes too late and Cordelia is hanged. Lear appears, carrying the body of Cordelia in his arms. Mad with grief, Lear bends over Cordelia’s body, looking for a sign of life. The strain overcomes Lear and he falls dead on top of his daughter. Kent declares that he will follow his master into the afterlife and the noble Edgar becomes the ruler of Britain.