Princess Caroline Matilda of Great Britain is shown writing a letter to her children in which she professes to tell them the truth. The film flashes back to when Caroline was in England, about to leave to marry Christian VII of Denmark. She is passionate about the arts and education, but when she arrives in Denmark she is told that many of her books are banned by the state. Christian is mentally ill and Caroline is unhappy in the marriage. She is soon pregnant with a son (Frederick VI of Denmark), but the couple grow far apart and the king stops visiting her bedroom.
The German doctor Johann Friedrich Struensee is recruited to work as the king's personal physician. Struensee is a man of the Enlightenment, greatly influenced by the writings of Jean-Jacques Rousseau. He keeps this secret from the state, who welcome him because his father is a well-known priest. King Christian takes a strong liking to Struensee and he becomes a close friend and confidant. When Struensee manages to inoculate Prince Frederick against a Small Pox epidemic, he becomes greatly respected in the court. Christian has very little influence in the Privy Council, and the laws of the country are mostly decided by statesmen, but Struensee tells the king that he can have more power by "acting". The doctor begins writing speeches for the king which advocate his own progressive views, and several reforms are passed in Denmark.
Caroline and Struensee learn of their mutual interests and liberal views. They fall in love and begin an affair. When Caroline becomes pregnant, they protect themselves by convincing Christian to resume sleeping with her. As a result, Princess Louise Auguste is believed to be Christian's daughter. Meanwhile, Struensee is appointed a Royal Adviser and eventually persuades Christian to assign him the right to pass any law, making him Denmark's de facto leader. His reforms include the abolition of censorship, the abolition of torture, and reducing the power of the aristocracy. The queen mother, Juliana Maria of Brunswick-Wolfenbüttel, notices the romance between Caroline and Struensee and their affair is revealed. Christian is initially angry, but he forgives his friend and states that they must carry on as if nothing had changed.
Juliana and the prominent statesman Ove Høegh-Guldberg are strongly against Struensee's reforms, while the Danish people also grow unhappy that a civilian foreigner has power over the country. Høegh-Guldberg incites a coup against him. Christian refuses to hand Struensee over to the people, but Høegh-Guldberg lies that the doctor and Caroline are planning to murder him and take control of Denmark. Christian thus allows Caroline to be arrested and taken to live in exile, while Struensee is sentenced to death. Christian issues a pardon, not wanting his friend to die, but Høegh-Guldberg keeps this from materialising in time and Struensee is beheaded. Høegh-Guldberg becomes Denmark's new de facto leader, and many of Struensee's reforms are overturned.
The film returns to Caroline writing the letter, where she reveals that she is dying of an illness. Ten years later, Prince Frederick and Princess Louise Auguste read the letter. On-screen text reveals that when he became king, Frederick returned to the reforming ways of Struensee.
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