Ian McKellen as Richard III

Annette Bening as Queen Elizabeth

Jim Broadbent as The Duke of Buckingham

Robert Downey Jr. as Earl Rivers

Kristin Scott Thomas as Lady Anne

Adrian Dunbar as James Tyrrell

Maggie Smith as Duchess of York

Tim McInnerny as William Catesby

Edward Hardwicke as Lord Stanley

Nigel Hawthorne as The Duke of Clarence

Jim Carter as Lord Hastings

Dominic West as The Earl of Richmond

John Wood as King Edward IV

Roger Hammond as Archbishop Thomas

Bill Paterson as Sir Richard Ratcliffe

Donald Sumpter as Brackenbury

Michael Elphick as 2nd Murderer

Kate Steavenson-Payne as Princess Elizabeth

James Dreyfus as 1st Subaltern

David Antrobus as 2nd Subaltern

Christopher Bowen as Prince Edward

Edward Jewesbury as King Henry

Matthew Groom as Young Prince

Ryan Gilmore as George Stanley

Marco Williamson as Prince of Wales

Tres Hanley as Air Hostess (Earl River's lover)

Andy Rashleigh as Gaolor in the Tower

Denis Lill as Lord Mayor

Bruce Purchase as City Gentleman

Madeleine Mora as Dream Angel

Stacey Kent as Ballroom Singer

Derek Lyons as Ballroom Dancer (uncredited)