Peter Brook directs his own adaptation of Shakespeare's classic tragedy. King Lear (Paul Scofield), having decided to split his kingdom between his three daughters, decides to apportion the lands according to which daughter declaims her love for him best. When his daughter Cordelia refuses to flatter her father's ego with claims of devotion, Lear angrily gives the lion's share of his power to her sisters, Goneril and Regan. They soon abuse this trust, and Lear finds himself emasculated and powerless. Before long he is drifting into madness, as his former empire falls apart.