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Lady Elizabeth Spencer, Countess of Pembroke (Jan/Mar 1737 - 30 April 1831) was the daughter of Charles Spencer and Elizabeth Trevor.

At 19 she married Henry Herbert, 10th Earl of Pembroke. Despite his frequent affairs, they had the following issue:

• George Augustus Herbert, 11th Earl of Pembroke, 8th Earl of Montgomery, born 10th Sept 1759 (NOT 20th), Whitehall, London, possibly named after his mother's brother George Spencer, 4th Duke of Marlborough, who had just succeeded 1758.
• Charlotte Herbert, born 14th July 1773, died from consumption, 21st Apr 1784, age 10 yrs.

She was admired by George III in the early 1760s, becoming the principal lady-in-waiting (Mistress of the Robes) to his wife and queen Charlotte. The King and Queen stayed for two nights with Henry and Elizabeth at Wilton House in 1778.

"Husbands are dreadfull and powerfull Animals" wrote the long-suffering Elizabeth after taking her husband back in 1762, though she did manage to prevent his illegitimate union from that affair from keeping the surname Herbert twenty years later. She and Henry ended up living in separate quarters at Wilton (he downstairs, she upstairs), with her eventually leaving for Pembroke Lodge in Richmond Park in 1788, which the king had put at her disposal. However, the King - who had been attracted to Elizabeth all his life - suffered his first bout of insanity that same year, and she had to endure the embarrassment of his sporadic and unwanted attentions until his recovery in 1805.

• She features in the movie The Madness of King George (1994) played by Amanda Donohoe.
  • It is set in 1788, and so she was actually much older than portrayed.
  • Its mention of a mother-in-law who "lost her wits" is an invention, since her mother-in-law Mary Fitzwilliam died in 1769.
  • the King introduces her: "Now, that's Lady Pembroke. Handsome woman, what? Daughter of the Duke of Marlborough. Stuff of generals. Blood of Blenheim. Husband an utter rascal. Eloped in a packet-boat.",
  • the movie shows the mad King harassing her, but she (and the Queen) remained loyal to him.

• Pembroke Lodge, Richmond Park, was granted by Queen Victoria to Lord John Russell in the 1840s. Bertrand Russell grew up there. It is now the tea-rooms.

• Humphrys family tree
• Henry, Elizabeth and George: Letters and Diaries of Henry, 10th Earl of Pembroke and his Circle (1734-80), 16th Earl, 1939, repub as: The Pembroke Papers vol. I (1734-80), 1942-50.
• The Pembroke Papers vol. II (1780-94), 16th Earl, 1950, [EUL] 9(42073) Pem.