There's a scene early on in the film The Duchess where Georgiana first shows her repartee in a dinner party exchange with Charles Fox, the leader of the Whig party. When he remarks that he endorses freedom not for all men, but for many, "freedom in moderation," she retorts that freedom is an absolute, one either is free or isn't, one can't have moderate freedom any more than one can be moderately dead. It didn't hit me until thinking about it later, but the rest of the film is an exquisite unfolding of how wrong she was about freedom. Keira Knightley presents a masterful portrait of a woman of high spirit learning eventually to make her peace with the constraints of duty and place that encumber a prominent duchess. She shows just the right balance of spark and fire versus self-mastery, that when Georgiana is tightly composed, we appreciate the cost and the turbulence within. Her emotional journey is marked by successive encounters with rising young Whig Charles Grey (charmingly portrayed by Dominic Cooper), from flirtation, to self-realization (both of her feelings and "what she was bred to do"), to passion, renunciation, and acceptance. It was like watching a fine high-spirited racehorse get broken in, if the horse could express itself, and if the horse, realizing what it needed to give up in order to become what it was bred to be, broke itself. Her taut performance is more than matched by Ralph Fiennes as the Duke, who perfectly captures the mix of naturalness with dogs and boys, boredom and smoldering irritation with society, and occasional pathetic moments when he fumbles but mostly fails to express feelings that we can sense below the surface. The theme of freedom is subtly woven in from the beginning (when she observes that dresses and hats are the only means women have to express themselves), returned to when she compares her life to being "imprisoned in my own home", and brought full circle when the duke, observing children playing outside his window, remarks how wonderful it must be to be so free. From the trailers, I thought this was going to be an over-the-top costume extravaganza (along the lines of Sophia Coppola's Marie Antoinette), but while the costumes and stately manor homes were sumptuous, they did not upstage the powerful story. The score was very nicely done, combining appropriate classical music with some beautiful original music, including a wistful cello theme. All in all, very well done, a moving portrait of an extraordinary woman.