Ian McKellen enjoyed acting with Robert Downey, Jr. in Restoration (1995), and asked him to play the part of Rivers, expecting him to turn the role down as too small. To McKellen's surprise, Downey immediately cleared his diary, and took the part.
Ian McKellen made Clarence a photographer, to amplify the fact that he never noticed anything. He was merely seeing the events, not watching them. Therefore, he never realized how evil Richard actually is.
Ian McKellen wrote the screenplay while touring the play. Originally, he thought it would be a television production, but he soon realized that the large production he envisaged would require the budget of a feature film. Still on tour, he began to consider screen actors he met for roles in the film, including Patrick Stewart, Danny DeVito, and Meryl Streep.
The film makes clever use of scenery to indicate that the alternate Britain is, in fact, a Nazi-style country. The flag of the House of the York closely resembles a swastika. Gloucester's flag is the Nazi flag, with the swastika replaced by a boar's head.
Since the film is set in the alternate twentieth century, Sir Ian McKellen had some trouble of setting the location for Act 3 Scene 1, where the Prince of Wales meets Richard before being sent to the Tower. Someone suggested that the royals usually arrive in London by rail. The scene was eventually known to everyone in the film as the "Victoria Station" scene.
Tyrell (Adrian Dunbar) was not scripted to hand the apple to Richard (Sir Ian McKellen) in the stable, but improvised it on the spot. McKellen took the hint, and pelted the apple (supposedly at the pig).
Maggie Smith (The Duchess of York) plays the mother of Ian McKellen (Richard III), Nigel Hawthorne (George, Duke of Clarence) and John Wood (Edward IV). In real life, however, she was less than five years older than McKellen, five years younger than Hawthorne and four years younger than Wood.
The scenes of the massive rally were digitally composed from shots of a much smaller crowd (including Sir Ian McKellen and extras recruited via local radio) placed in different positions within the hall.
Ian McKellen cites this film as his proudest accomplishment because, apart from having played the title character many times on stage, he organized the funding, executive produced and co-wrote the screenplay for this film adaptation.
A T-34 tank, which was used in the production of the movie, was later purchased by London businessman Russel Gray for seven thousand dollars, who then installed it on a vacant lot he owned on the corner of Mandela Way, as a symbolic protest against the Southwark planning authorities, who had denied him permission to develop the land. The tank is now nicknamed "Stompie", and has become a public art installation.
The trivia items below may give away important plot points.
Only about half of William Shakespeare's original text is used. Sometimes details were changed, for example, Lord Rivers (Robert Downey, Jr.) was killed much later in the play than he is in the movie, and when Queen Elizabeth (Annette Bening) receives the news of his death, the same messenger in the play only told her of his indictment on Richard's and Buckingham's orders. Queen Elizabeth and the Duchess of York have larger roles than in the play. An important character in the play is Queen Margaret, widow of Henry VI, who does not appear in the film. Many of her lines are given to the Duchess of York, although these lines do not suit that character.
The play did not explain how Lady Anne meets her fate. Ian McKellen based the idea of how she dies on two elements: a line in which Queen Elizabeth calls Richard a "bottled spider"; McKellen also based it on Robert Helpmann performing in front of backcloth painted with spider webs. In the finished film, a model spider was superimposed on a static shot of Kristin Scott Thomas.
In the play, Queen Elizabeth simply disappears after Act 4 Scene 4, so a scene in Richmond's headquarters where Richmond marries the princess was added to give a proper resolution for the Queen, being the principal survivor of the film. The Archbishop's lines in that scene were taken from Richmond's lines at the end of the play.