Georgiana Spencer (Keira Knightley) is a very eligible young woman whose beauty is dazzling. Her mother, Lady Spencer (Charlotte Rampling), is determined to find the right man for her in 18th century England. In the opening scene, she has organized a race with many handsome young men in the competition. Georgiana is giddy with excitement and clearly flirting with one of the contestants. It is a moment of freedom that every young person experiences in the conviviality of friends. When her mother summons her, Georgiana worries that they have made too much noise outside. But Lady Spencer has news that supercedes everything else: Georgiana is to become the Duchess of Devonshire by marrying the all-powerful and fabulously wealthy Duke (Ralph Fiennes). They have only met twice and now her destiny has been decided. On the surface such a life promises freedom beyond the pale of normal citizens in England.

Georgiana moves into the Duke's luxurious palaces. Soon she has become a fashion icon, helping design her own gorgeous gowns and hats. But her beauty and creativity do not interest the Duke: all he wants out of her is obedience to him and a son as heir. Their sex life is perfunctory, and he shows more affection and interest in his dogs than in his young wife.

Georgiana seeks out another avenue of personal expression. Already lionized by high society and the general public, she becomes involved in politics. As one of her peers says of her: "When she appeared every eye was turned towards her; when absent, she was the subject of universal conversation." Charles James Fox (Simon McBurney), a leader of the forward-looking Whig Party, savors her wit, and they become friends. Soon she is championing the Whig cause for change in England. She also is a patron of the playwright Richard Brinsley Sheridan (Aidan McArdle). But Georgiana's greatest fan is the aspiring statesman Earl Charles Grey (Dominic Cooper); he is swept away by her beauty and rebellious spirit.

Georgiana learns the fury of the Duke's rage when she delivers two daughters but no son. In order to punish her, he has sex with other women and even orders his wife to raise Charlotte, a daughter that he sired by a mistress. Feeling shamed and humiliated, Georgiana takes under her wings Bess Foster (Hayley Atwell), a poor woman with a physically abusive husband who has taken away her three sons. The Duke arranges for her to be reunited with her boys in exchange for an ongoing sexual relationship in the palace. She is the one who encourages Georgiana to act upon her clear feelings for Charles Grey.

Saul Dibb directs this beautifully photographed drama that is based on the award-winning biography Georgiana, Duchess of Devonshire by Amanda Foreman. The screenplay is by Dibb, Jeffrey Hatcher, and Anders Thomas Jensen. This heart-affecting drama is essentially about an incredibly beautiful and privileged woman who has everything except what she desires most: to be loved by her husband. Denied this prize, Georgiana expends her energies connecting with others. The screenplay writers want us to see a parallel here with the life of Princess Diana who found a way of investing her pain in other people's hopes. Georgiana yearns for freedom but is like a magnificent caged bird whose body remembers the delirious joy of flight and the pleasures of soaring. The Duchess reveals the nightmare of being imprisoned in a loveless marriage and a prison of wealth and privilege. The drama also makes it clear the high price so many women have had to pay in the face of raw and brutal male power.

Special features on the DVD include "How Far She Went: Making The Duchess"; "Georgiana in Her Own Words"; and a costume diary.