Queen Elizabeth (Bette Davis) secretly loves the ambitious and courageous Earl of Essex (Errol Flynn), but at the same time she distrusts his desire for power, fearing he will exploit his political influence to her detriment. Though Essex's popularity soars when he returns victorious from a military campaign in Spain, Elizabeth instead chides him for prosecuting an unprofitable war. While the lovers quarrel, Sir Walter Raleigh (Vincent Price) schemes to bring about the downfall of Essex.
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