Ian McKellen Official Home Page

 Screenplay by Ian McKellen and Richard Loncraine

Scenes 35, 36, 37, 38, 39 



The screen is black. A key turns in a lock, a heavy door groans. The click of a switch.

CLARENCE stands blinking as the blackness of his concrete cell is turned to savage day by
the harsh lights overhead.

scene 35. The Tower of the film is a prison and a fortress. The real Tower of London is the most visited building in Europe. It is very photogenic. When we asked to film there, The Governor of The Tower, not wanting any disruption of life within his fortressed village, advised us to go to Dover Castle, where we would be less hampered by residents and tourists. RL wanted a Lublianka not a tourist attraction. The exterior of our Tower is the formidable Bankside Power Station just along from the archaeological remains of the Rose and Globe theatres where Shakespeare worked. Next door is the newly-built, riverside Globe, now ready for productions within the ersatz Elizabethan playhouse.


CLARENCE is led by his JAILER down an endless echoing tunnel.


0, I have passed a miserable night. 
I thought that I had broken from The Tower 
And was embarked to cross to Burgundy:
And, in my company, my brother Richard,
Who from my cabin tempted me to walk
Upon the hatches. As we paced along,
I thought that Richard stumbled and, in falling,
Struck me overboard,
Into the tumbling billows of the main.


scene 36. The interior of our Tower was shot in the basement of London County Hall designed by Ralph Knott (1922) on the Thames opposite the Houses of Parliament. This was the headquarters of the Greater London Council until it was disbanded in the 1980s. During filming. County Hall was being converted into an hotel and luxury apartments, although the noise of rebuilding did not penetrate the cellar.

'0, I have passed a miserable night.' Clarence's renowned speech needed an actor at ease with blank verse, who could avoid presenting it as if it were detached from the rest of the screenplay. Nigel Hawthorne is exemplary: his delivery is sympathetic to the rhythms, through which he finds a genuine melancholy and horror and without which the speech could have seemed nothing more than a Shakespeare golden-oldie.



Looking down into a deep windowless shaft. A steel door in one wall opens and CLARENCE is led out by his JAILER. CLARENCE looks up beyond the bleak, blackened, brick walls to a patch of tumbling cloud.


0 Lord, I thought what pain it was to drown!
What dreadful noise of water in my ears!
What sights of ugly death within my eyes!
I thought I saw a thousand fearful wrecks,
A thousand men that fishes gnawed upon,
Wedges of gold, great anchors, heaps of pearl,
Inestimable stones, unvalued jewels - 
All scattered in the bottom of the sea. 

There is a crash of thunder and it begins to rain: big, fat leaden drops that seem to burst in slow motion on the dusty ground.

The JAILER is transfixed by CLARENCE'S dream. 


Some lay in dead men's skulls: and in the holes 
Where eyes did once inhabit, there were crept -
As it were in scorn of eyes - reflecting gems,
That wooed the slimy bottom of the deep 
And mocked the dead bones that lay scattered by. 
My dream was lengthened after life. 
0, then began the tempest to my soul. 
With that, I thought a legion of foul fiends
Environed me and howled in my ears
Such hideous cries that, with the very noise,
I trembling waked and for a season after
Could not believe but that I was in Hell,
Such terrible impression made my dream.

scene 37. This seems to me the most astonishing of all our locations, perhaps because I did not visit it. The circular slab of concrete ringed with sluggish water is the centre of a disused gasometer.

There are three nightmares in the film - Richard's is actually staged by Shakespeare, Stanley's and Clarence's are both recollected. 

Clarence's dream foresees what will soon occur - his death by drowning. It gains force because the audience knows that Richard intends his brother no good. 



RATCLIFFE opens the door for RICHARD to emerge from his car into the quiet back street. No-one is about.

RICHARD spies TYRELL and a heavyweight NON- COMMISSIONED OFFICER discreetly waiting in the shade of the alley. As they meet, RATCLIFFE stands apart. 


Now then, my hardy, stout-resolved mates; 
Are you now going to dispatch this thing? 


We are, my Lord: and need the warrant 
That we may be admitted where he is. 

(handing over the warrant and a couple of banknotes from a stuffed wallet - more money later) 

Well thought upon it. I have it here about me. 
Be sudden in the execution, 
For Clarence is well-spoken and, perhaps, 
May move your hearts to pity.


We go to use our hands and not our tongues. 


I like you lads. About your business straight. 

The NCO and TYRELL come automatically to attention. 


Your eyes drop millstones, when fools' eyes fall tears. 

RICHARD consults his Rolex, massages his left hand and glances at the CAMERA as he gets up to leave. 

(to CAMERA) 

Clarence has not another day to live. 
Which done. God take King Edward to his mercy - 
And leave the world for me to bustle in.

scene 38. Shakespeare's two murderers are not named, but the businesslike dialogue suggests an officer briefing his men: cf. Macbeth (3.2) where another military leader persuades two reluctant subordinates to obey.


This location in Cheney Road is to one side of King's Cross Station and has often been used in films needing a corner of bygone London. The skeletons of old gasometers in the background are now preserved as examples of Victorian engineering. Two alleyways link Cheney Road to the main road. One of these (just offscreen) is called 'Clarence Passage'; another, 'Stanley Passage'. RL changed the location for the meeting with Tyrell and the NCO.

On the roof of the nineteenth-century flats there, television aerials were temporarily removed or hidden by drying laundry and a pigeon-loft was mocked- up. The day before shooting, I suggested that we see the NCO's wife bringing up refreshments to welcome the distinguished visitor. Josie Kidd, with whom I first acted over thirty years ago in the repertory company at Ipswich, gamely agreed to film only twelve hours after I called her.

"I have it here about me." This was a chance to show Richard's practised dexterity with his one functioning hand, as he smartly delivers the death warrant and first cash instalment of the murderers' reward.

"Clarence has not another day to live." It was a race to complete this scene before dusk. I spoke these lines just as the sun fell below the horizon of roofs and chimneys.



The walls are hung with medieval hunting tapestries and large oil paintings of previous royal occupants. The dining table is spread with lace, damask, gold-plate, fresh flowers and flaming candelabra.

The confident HASTINGS and LADY HASTINGS, the 'deep-revolving, witty' BUCKINGHAM, the apprehensive, good LORD STANLEY with his matronly wife LADY STANLEY and the gaitered ARCHBISHOP, all in full evening-dress, await the entrance of the royal hostess.

A FOOTMAN opens the door for QUEEN ELIZABETH, who glides in, ultra-modishly dressed, on RIVERS' arm. PRINCESS ELIZABETH has been made to come along too.

QUEEN ELIZABETH offers her hand to HASTINGS.


God make Your Majesty joyful as you have been.
This is an unfortunate reference to current problems.

(sourly, under her breath) 

Prime Minister. This will not be a merry gathering.

QUEEN ELIZABETH greets BUCKINGHAM warmly - a man whom everyone respects and trusts.

scene 39. There is a character missing here - Queen Margaret who was Lady Anne's mother-in-law and enemy to practically everybody else. In compensation, I added to the scene Lady Anne, who enters on Richard's arm as if they are now betrothed. Richard has secured an attractive consort, with royal connections, to accompany him through his new civilian life. We begin to chart her decline, as she silently watches her man go about his business.

(kissing the royal hand) 

Good time of day unto Your Majesty.


Saw you the King today?


But now the Duke of Buckingham and I 
Are come from visiting His Majesty.

(surprised to BUCKINGHAM) 

Did you confer with him?


Ma'am we did. He desires to make
reconciliation between Richard Gloucester and your brother here.


Would all were well! But that will never be. I fear our happiness is at the height.

As they all look for their places at table, RICHARD bursts in, immaculate and apparently furious.

LADY ANNE is with him, feeling out of place. She is wearing an evening-gown of scarlet - her husband's favourite colour.


Who is it that complains unto the King, 
That I, in truth, am stern and love them not?

RICHARD bows into the silence.


Because I cannot flatter and speak fair, 
I must be held a rancorous enemy. 
Cannot a plain man live and think no harm?


To whom in all this presence speaks your Grace?


To you, who've neither honesty nor grace! When have I injured you?

(he sounds so bewildered)

When done you wrong?

(sitting at the head of the table)

Come, come, we know your meaning, brother Gloucester.


I cannot tell. The world is grown so bad, 
That wrens make prey where eagles may not perch.


You envy my advancement and my family.
God grant we never may have need of you.

"Good time of day unto Your Majesty." 

We dine here in the Banqueting Room of the Royal Pavilion in Brighton. It was the first time that a film had been permitted to shoot in the fantastical retreat which the Prince Regent built for weekend rendezvous by the sea. Redecorated in a grand Oriental design by John Nash in 1812, it pre-dates the Victorian Gothic which elsewhere characterises the royal world. Filming was only possible at night- time, once the Pavilion had been closed to its daily paying tourists.

She is wearing an evening-gown ... All Annette Bening's gowns were original 1930s models.



Meantime, God grants that I have need of you.
My brother Clarence is imprisoned by your means!


Richard, you do me shameful injury.

Shocked silence all round that such an accusation should be spoken outloud. The ARCHBISHOP thinks it's time to say grace.

"My brother Clarence is imprisoned by your means." Why Queen Elizabeth might be accused of antagonism toward Clarence is lost in the mist of the Wars of the Roses. Richard's motive is more clear: his ambition could be impeded by his older brother Clarence who supersedes him in the line to the throne.


Benedictus, benedicat, per Jesum Christum,
Dominum nostrum. Amen.

Most eyes are closed, though BUCKINGHAM takes a peep at RICHARD.

'Benedictus . . .' These are not Shakespeare's words but they draw attention away from the principal adversaries to the other diners, as they silently observe the argument.

SCENES 40-47