THERE'S not a word in "King Lear" about any "Queen Lear," but Ian McKellen takes the stage nonetheless wearing two wedding rings, ones few in the audience will notice. Sir Ian simply had an epiphany as he prepared to take on the great Shakespearean role for the first time -- that the aged king likely had had two wives, the first bearing him his eldest daughters, now so plotting and duplicitous, and the second giving him sweet Cordelia, the youngest. McKellen imagined a more detailed back story for that second marriage too, one that has the beloved second Queen Lear having died in childbirth, and now their girl is about the same age she was then, putting all these complex feelings in the recesses of the king's mind -- and Sir Ian's -- as they make their grand entrance and for 3 1/2 hours become one and the same tragic figure.

Oh, yes, that entrance: Shakespeare would have had a hard time making it in Hollywood, given how he offers barely a hint of what the movie world considers a necessary first act, the scenes acquainting us with the main characters and their lives before the complication arises. Lear begins with the complication, the old king wishing to be "unburdened" in his "crawl toward death" and thus inviting his daughters to profess their love for him, then dividing his kingdom among the two eldest, who play the flattery game to the hilt, while stiffing the truly adoring Cordelia, who refuses to play along. Despair and tumult follow and, eventually, death to all of them.

But that still leaves the theater troupe room to establish something before the first word is uttered. So in the world tour of the Royal Shakespeare Company, which begins a 10-day run at UCLA's Royce Hall on Friday, director Trevor Nunn, McKellen's old Cambridge schoolmate -- Sir Trevor nowadays -- serves up some Phantom of the Opera organ music and the king marches in with a strutting military escort, this Lear having been set in a kingdom resembling czarist Russia. The center of attention then puts his gnarly hands to his head, not trying to soothe any ache -- that comes later -- but as if he's dialing up the Gods.

That that's exactly what he's up to is clear a moment after, when he ritualistically extends those hands right and left, bestowing blessings to his people in the manner of the pope.

Thus do we understand before the first line of Shakespearean dialogue that this Lear was not only a warrior king but a priest king, though his faith in the gods will have eroded by the time he finds himself wandering out in that storm and sees fit -- he and 68-year-old Ian McKellen -- to drop his pants.

Something of a wizard

THE sign in the lobby of the Brooklyn Academy of Music's Harvey Theater, where the Royal Shakespeare Company was in residence for most all of September, warned audiences arriving for "King Lear" to expect gunshots and strobe lights. But there was no alert that the wizard of "The Lord of the Rings" would wave his magic wand during Lear's peak moment of madness, or enlightenment, depending how you look at it.

The morning after one of the last performances here -- the company alternates "Lear" with Chekhov's "The Seagull" -- McKellen recalled how that bit of exposed theatricality evolved from his early talks with Nunn, who like him made his name in the classics and then branched out into more commercial fare, in the director's case by staging such musicals as "Cats" and "Les Misérables." The onetime schoolboy pals agreed it was time for McKellen to tackle Lear after a career in which he'd earned raves for his clarity ("they could tell what I was up to") portraying such Shakespearean title characters as Hamlet, Macbeth and Richard III. But McKellen was concerned with the difficulty of keeping audiences "riveted" nowadays, not to mention the exhausting nature of the role, both physically and mentally, so he made just one request -- that they trim the play to three hours.

The director swore they'd do that, McKellen said, as long as he got two things. "I remember him now, he was getting into a taxi, 'Rain and naked.' He definitely wanted to have real water on the stage" -- during the famous storm scene -- "and he wanted Lear to succeed in removing his clothes . . . . Well I kept my side of the bargain," the actor quipped. "I suffer the rain and I do take my clothes off."

You can make the case that the action merely follows Shakespeare's prompting after Lear has been driven into the wilds by the two daughters he foolishly empowers. That's where the king declares himself "more sinned against than sinning" and encounters the semi-naked beggar who inspires his realization that man, without such trappings of civilization, is no more than "a poor, bare forked animal." He then references his own clothes, saying "Off, off, you lendings! Come, unbutton here," a cue to many Lears to strip down to their skivvies. And a decade ago, England's other acting Sir Ian -- Ian Holm, who played the hobbit Bilbo Baggins in "The Lord of the Rings" -- went all the way as Lear, and stayed bare for perhaps 20 minutes.

That was hardly feasible for a celebrity figure such as McKellen.

"There's a good argument for not doing it -- it's distracting," he noted. "How can an audience not look at genitalia on display when they have the license to do it in a darkened theater?" But why not give a lingering flash, and then with a subtle touch? As McKellen drops his pants, he tries to remove his shirt too, but fails -- it gets stuck over his head. That means his face is obscured even as other parts are bared, all while Shakespeare is offering a bit of blasphemy hundreds of years before Darwin. "In 1605, a man stands up in a country where it was the law of the land to go to church, where you were presumed to believe in creationism and the fact that we are fashioned after God's likeness," the actor explained, "and King Lear says, 'Do you know what I think? We're all just animals.' . . . It would be a perverse act if you didn't unbutton at that point."

A button also figures in the play's wrenching last moments, when an exhausted Lear carries the body of Cordelia, his beloved daughter who will never breathe again. "Never, never, never, never, never," the king says before asking those around him for the most mundane of favors, "Pray you undo this button" -- he's too weak by then to loosen his own shirt.

As McKellen recites the ghostly five "nevers," while slumped on the stage, his hands again reach right and left, as they had at the play's opening, just now with human pleading, not divine power.

That's the artistic argument for taking it off, for literally unbuttoning earlier. But must not the wise old actor worry whether he will . . . well, look every inch a king? Or is it best to leave the mechanics of that, like much of art-making, a mystery.

"Should I wear false genitalia, which perhaps I am doing?" Sir Ian says. "I'm not going to discuss that."

Directly into his scrapbook

IT'S the furthest thing from a vacation, a tour like this, with the nights of "Lear" followed by nights of "The Seagull," in which McKellen and the company's William Gaunt take turns as the play's old-timer, a retired bureaucrat who has second thoughts about the choices he made in life. But there have been episodes en route worth preserving in the memory scrapbook.

In Stratford-upon-Avon, where they started, it was "a lad of 7" who came to see the wise and brave Gandalf from "Lord of the Rings" but who after sitting through those 3 1/2 hours of "Lear" gushed, "It was the best play I ever saw!"