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A young painter stumbles upon an assortment of odd characters at an English estate where he has been hired to give art lessons to beautiful Laura Fairlie. Among them are Anne Catherick, a strange young woman dressed in white whom he meets in the forest and who bears a striking resemblance to Laura; cunning Count Fosco, who hopes to obtain an inheritance for nobleman Sir Percival Glyde, whom he plans to have Laura marry; Mr. Fairlie, a hypochondriac who can't stand to have anyone make the slightest noise; and eccentric Countess Fosco who has her own dark secret. The artist also finds himself drawn to Marion Halcomb, a distant relation to Laura for whom the Count also has plans.