Scene 1
The action shifts back to the royal palace where we see a gravely-ill King Edward IV anticipating his own death and trying to resolve the rancor that still divides his court into vengeful camps. Richard then arrives and reports that Clarence has been executed. Edward is deeply disturbed by this report, for he reversed his own punishment decree of his brother. The dying king expresses remorse at this sad turn of events as Richard feigns complete innocence.

Scene 2
In another room of the palace, the two young sons of the murdered Clarence and their grandmother (the old Duchess of York, Richard's own mother) are on stage. She denies that Clarence is dead, but one of the boys says that his father has been killed at the order of King Richard and that he knows this because his good uncle, Richard of Gloucester, told him so. She curses her son Richard, but the boys refuse to believe that he is behind their father's death. Queen Elizabeth arrives with word that her ailing husband, King Edward, has died. The villain Richard then appears accompanied by Buckingham and several other members of his party, including the nobles Hastings, Stanley, and Ratcliffe. Plans are made to bring one of the dead king's two young sons, the Prince of Wales, to London for coronation as the new monarch. When everyone leaves except for Richard and Buckingham, the two speak of their ultimate plan to make Richard himself England's next king.

Scene 3
An example of a common Shakespearean device, the scene consists of three citizens speaking about the turbulent events that have already taken place and the dangers that lie ahead for England. They do not want to be ruled by a boy (the Prince of Wales) and they fear the Richard, Duke of Gloucester, who is "full of danger." The prospect of still more civil wars lies ahead.

Scene 4
Back at the palace, the widowed queen, the Duchess of York, and the younger brother of the Prince of Wales (also a boy) speak of the impending arrival of the Prince of Wales for his coronation as successor to Edward IV's throne. Word arrives that Richard of Gloucester has had several of their family members and political allies jailed. Hearing this, the Queen says that she will flee London with her younger boy, rightfully fearing Richard's plans to put them out of the way.