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One of Charles Dickens' best-loved (and most complex) stories receives its fourth feature film adaptation in this lively historical comedy-drama. Nicholas Nickleby (Charlie Hunnam) is a 19-year-old who becomes the head of the family when his father dies unexpectedly. Keeping watch over his mother (Stella Gonet) and his sister Kate (Romola Garai) becomes an even greater challenge when Nicholas discovers that his father lost the family fortune due to ill-advised investments. Without a shilling to his name, Nicholas turns to his wealthy but unforgiving Uncle Ralph (Christopher Plummer) for help; Uncle Ralph offers to find work for all three, and Nicholas becomes a teacher at a school for unfortunate boys run by Wackford Squeers (Jim Broadbent) and his wife (Juliet Stevenson). Squeers and his wife are cruel and frequently violent toward their charges, and when Wackford, without cause, beats a weak and timid student, Smike (Jamie Bell), Nicholas decides he can take no more and runs away, with Smike in tow. The two young men fall in with a traveling theater troupe run by the genially eccentric Vincent Crummles (Nathan Lane) and his equally flamboyant spouse (Barry Humphries, aka Dame Edna Everage). In time Nicholas returns to London to check in on his sister and mother. To his horror, he learns that Uncle Ralph has promised Kate's hand to Sir Mulberry Hawk (Edward Fox), a wealthy older man with a less-than-wholesome interest in young women. Both Kate and Nicholas are upset at the prospect of this union, and Nicholas attempts to tear his family away from Uncle Ralph's control, beginning with a job working for the warm-hearted Charles Cheeryble (Timothy Spall) and his brother (Gerard Horan). Nicholas also falls in love with the fair Madeline (Anne Hathaway), but when Uncle Ralph learns of Nicholas' plot to foil Kate's impending marriage, he strikes back by kidnapping Smike and attempting to force Madeline to wed Sir Hawk. Actor, writer, and filmmaker Douglas McGrath adapted Nicholas Nickleby into a screenplay, as well as directing the picture.