The film adapts the play's story and characters to a setting based on 1930s Great Britain, with Richard depicted as a fascist plotting to usurp the throne.

The cast also includes Annette Bening as Queen Elizabeth, Jim Broadbent as the Duke of Buckingham, Robert Downey Jr. as Rivers, Kristin Scott Thomas as Anne Neville, Nigel Hawthorne as the Duke of Clarence, Maggie Smith as the Duchess of York, John Wood as King Edward IV and Tim McInnerny as Sir William Catesby.

In a fictitious timeline of England in the late 1930s, a chaotic and bloody civil war (which occurs 450 years later than the actual historical event) ends with Lancastrian King Henry and his son Prince Edward assassinated by Field Marshal Richard Gloucester of the rival faction supported by the House of York.

Richard is determined to take the crown, and pits King Edward against his brother, George Clarence, who is imprisoned under a sentence of death.

As Edward's sons are underage, Richard becomes Regent, taking the title of Lord Protector with the support of the ambitious and corrupt Henry Buckingham.

Buckingham, also disturbed by the murders of the princes and Hastings, flees to meet Richmond but is later captured and killed by Tyrrell under Richard's orders.

With the army's loyalty slipping and the legitimacy of his claims to the crown weakened, Richard prepares for the final battle against the Lancastrians, who plan an invasion and an advance on London.

It is an original composition by Trevor Jones with anachronistic lyrics adapted from Christopher Marlowe's "The Passionate Shepherd To His Love", a poem actually written a century after the events depicted in the play.

[17] One of the T-34 tanks used in the film, originally in service with the Czech army, can still be seen in London, permanently located on a plot of land in Bermondsey on the corner of Mandela Way and Page's Walk.