The film is based on an acclaimed book by Amanda Foreman. Both the book
and the film succeed in depicting the soul destroying limitations

that were put on women during the 18^th century, and the main character is basically a prisoner with less freedom than many of her lower class counterparts, even though she is an aristocrat. 

“The Duchess” is quite erotic, but there are very few sexually explicit scenes in the film. Perhaps the sexiest scene occurs when Georgiana begins to take off her many layers of clothing on her wedding night.

She is eager to please and the room is charged with excitement.
A large measure of the film’s success can be attributed to Keira Knightley, who has never particularly impressed me before. Knightley displays far more wit, grace and dramatic depth than she ever has before in the role of Georgiana Spencer, a strong willed ancestor of Princess Diana.

Her opportunistic social climbing mother (played by the icy Charlotte Rampling) pushes her into an unhappy marriage with William Cavendish, the cold and aloof future Duke of Devonshire (Ralph Fiennes in his best villainous role since “Schindler’s List.”) The duke was allegedly second only to the king in power.

He is decades older than Georgiana, and they had only met twice before the engagement. But much more disturbing is his stubborn selfishness, and his incapacity to feel or demonstrate love. Georgiana is just like another beautiful piece of furniture to him, and he never appreciates her immense intellectual gifts.

The Duke seems to put most his energy into parenting his dogs (he gives them much more attention than his neglected wife), and satisfying his overactive libido with any woman he runs across or employs. 

He blames Georgiana for their failure to produce a male heir. Georgiana asks him to take in her destitute and homeless friend, Bess (Haley Atwill who portrays her as shrewdly calculating yet slightly sympathetic), and the duke flaunts their affair by sleeping with her openly in the bed he shares with Georgiana. Soon the three are sharing the house.  

The Duke uses Georgiana to his political advantage, and she becomes the couple’s public face.  One diplomat even says of her: “When she
appeared every eye was turned towards her. When absent, she was the subject of universal conversation.”  She becomes a beloved fashion plate who throws herself into her public service (much like Diana) to forget about her miserable marriage.  

She gives her support to a young, idealistic politician named Charles
Grey, and she finally finds true love with him.  But outside forces
conspire to drive them apart. “The Duchess” is not especially original, but the spirited performances and meticulous period recreation raise the film above the usual Oscar baiting historical dramas. 

Georgiana was an unforgettable, heroic character who made the most she could of a tragic situation, and Knightly’s multi-layered, nuanced performance does her justice.  

This is Knightly’s first Kate Winslet/Naomi Watts level performance. Both Knightly and Fiennes definitely deserve consideration during the awards season.