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A murderous lust for the British throne sees Richard III (Ian McKellen) descend into madness. Though the setting is transposed to the 1930s, England is torn by civil war, split between the rivaling houses of York and Lancaster. Richard aspires to a fascist dictatorship, but must first remove the obstacles to his ascension -- among them his brother, his nephews and his brother's wife (Annette Bening). When the Duke of Buckingham (Jim Broadbent) deserts him, Richard's plans are compromised.