The powerful but aging Lear is ready to abdicate his kingship, stand down from the throne and divide his kingdom equally among his daughters Goneril, Regan, and Cordelia. Although the two eldest are already married, the youngest of the three - Cordelia - is single, and being King Lear's most favoured child, is much sought after. Lear will give the largest part of the kingdom to the daughter who loves him most. After Goneril and Regan flatter their father and receive their share, Cordelia refuses to falsely profess her love and is exiled to France. The Earl of Kent intercedes on Cordelia's behalf and is also banished, but returns in disguise. Edmund, the illegitimate son of the Earl of Gloucester plots to dispossess his legitimate brother Edgar. When Lear visits Goneril and Regan they refuse to house his entourage and Lear is sent out into the storm with his Fool and the disguised Kent. Sheltering in a hovel, they meet the banished Edgar, disguised as a lunatic. Gloucester, not recognising the disguises of either his son Edgar nor his friend Kent, takes pity on the group and sends Lear to safety in Dover to meet with Cordelia and her army of French forces. Edmund betrays his father to Regan and Gloucester is blinded and sent out. Edgar, still disguised as Poor Tom, meets his sightless father and guides him to Dover, where he tricks Gloucester into believing he has thrown himself off the cliffs. Goneril and Regan argue over their lust for Edmund. In a challenge during the battle between the French Army of Cordelia and Goneril and Regan's English forces, Edgar fatally wounds Edmund. Goneril poisons Regan and kills herself. Cordelia is killed in prison and Lear dies holding her in his arms. Albany asks Kent and Edgar to rule Britain with him, but Kent refuses.