The actress Rachel Kempson, of the Redgrave acting dynasty, has died aged 92.
Rachel Kempson died at her granddaughter's home in America
She died on Friday night at the home of her granddaughter, the actress Natasha Richardson and her husband Liam Neeson, in Millbrook, New York state.
Her son Corin Redgrave said she would remembered as a "shiningly beautiful woman both in face and in spirit".
"She'll be remembered by her generation as a faithful friend. And certainly as an inspiration to her children and grandchildren," she said.
Kempson, the widow of Sir Michael Redgrave, also leaves actress daughters Lynn and Vanessa Redgrave, and granddaughters Joely Richardson and Jemma Redgrave.
Kempson was born in Dartmouth, Devon, in 1910 and trained as an actress at the Royal Academy of Dramatic Art (Rada) in London.
Her stage debut came in 1933 in a production of Much Ado About Nothing in Stratford-on-Avon.
During her career, she appeared in numerous plays with the Royal Shakespeare Company and the English Stage Company.
She married in 1935 and took a break from her career to have her three children.
Her film debut came in the 1941 romantic comedy Jeannie, in which she starred alongside her husband.
In 1963, she appeared with daughter Lynn in Tom Jones, which was directed by her son-in-law, Tony Richardson.
She also appeared with both Vanessa and Corin in The Charge of the Light Brigade in 1968.
Kempson, who would have been 93 on Wednesday, had parts in many television dramas and films, including Lorna Doone, Jane Eyre, The Black Tower and For the Greater Good
She will be remembered by many for her role as Lady Manners in the hit mini-series The Jewel in The Crown.
Her husband suffered from Parkinson's disease in the latter years of his life and died in 1985, aged 77.
Corin Redgrave said his mother's funeral would be held at St Peter's Church in the village of Lithgow, in New York state, on Thursday.