Building on Katherine Schaap Williams’s (2009) reading of the play, this article uses a disability studies approach to consider Richard Loncraine’s 1995 film adaptation of Shakespeare’s Richard III. Loncraine’s adaptation allows modern-day viewers to experience a highly visual (and often intimate) exchange with Sir Ian McKellen as Richard Gloucester. Specifically, Gloucester’s verbal claims of a disability that renders him unsuitable as a leader and a lack of sexual prowess are juxtaposed alongside sexually violent visual actions and imagery—particularly in the form of phallic symbols. The juxtaposition of verbal passivity in opposition to visual aggression demonstrates how Richard showcases or hides his disability as he pursues the throne: the first half of the film features Richard masquerading ability, while the second half features him masquerading disability.