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Bassanio (John Nettles), a young man of Venice, falls hopelessly in love with fair Portia (Gemma Jones), a wealthy heiress. But his pocket lacks the jingle to woo her. So Bassanio obtains a loan from the Jewish moneylender Shylock (Warren Mitchell), and his friend Antonio(John Franklyn-Robbins) agrees to repay it in three months. However, if Antonio fails to meet the deadline, Shylock says, Antonio must forfeit a pound of his flesh -- certain death -- as payment. In his heart, Shylock hopes Antonio will default so that he can carve up one of the Christians who mock and humiliate him simply because he is Jewish. Meanwhile, Portia entertains distinguished suitors from around the world. Although she loves Bassanio, her late father made her promise to marry only the suitor who passes a strange test: He must choose from among three caskets -- one gold, one silver, and one lead. If the chosen casket contains a picture of Portia, the suitor wins her hand in marriage. After princes from Morocco and Arragon select the wrong caskets, Bassanio chooses the right one. In the meantime, Shylock's daughter Jessica (Leslee Udwin) elopes with a Christian, Bassanio's friend Lorenzo (Richard Morant), and helps herself to her father's jewels and gold before leaving. When Antonio suffers a financial reversal and fails to repay the loan, Shylock demands the pound of flesh. A trial before the Duke of Venice ensues, in which Portia, disguised as a male advocate, addresses the court, telling Shylock he is entitled to his pound of flesh according to the loan agreement. Shylock, praising her for her ruling, prepares to cut into Antonio's chest. But Portia warns him that he must take only flesh, but no blood, for the contract says nothing of blood. Shylock drops his knife, realizing he has been defeated. As punishment for conspiring to kill Antonio, Shylock must forfeit property and become a Christian. As he leaves the court, a broken man, the other principals celebrate and live happily ever after.