The scene changes to the Picture Gallery in Ruddigore Castle.Round the walls are full-length portraits of the Baronets of Ruddigore from the times of James I -- the first being that of Sir Rupert, alluded to in the legend: the last, that of the latest deceased Baronet, Sir Roderic.

Sir Ruthven and Adam enter melodramatically. They are greatly altered, Sir Ruthven looking haggard and guilty, and Adam filling the part of

steward to such a wicked man. They hate the life, but there is no help for it, and they are trying to think of new crimes to commit. Adam suggests that as Richard has come to the Castle with Rose Maybud to ask for Sir Ruthven's consent to their marriage, a really excellent crime would be to "poison their beer!" This is too much for Sir Ruthven, who has not yet reached the requisite state of "badness."

Rose and Richard enter happily, and Sir Ruthven, thinking he has her in his power, threatens to immune her in a dungeon, and calls for assistance. He is foiled by Richard, who produces a small Union Jack, which even a "Bad Baronet" cannot defy. Rose pleads with Sir Ruthven, who yields to her entreaties, gives his consent and allows them to leave unmolested.

The scene darkens, and when it becomes lighter the Pictures are seen to have become animated. A soft chorus of  men's voices is heard, and the ghosts of the ancestors step from their frames and march round, the last to descend being Sir Roderic.

They reproach Sir Ruthven for having failed to fulfill the curse, and Sir Roderic sings an eerie song, "The Ghosts' High-noon." Sir Ruthven realizes who they are, and makes many weak excuses. For instance he committed no crime on Monday because it was a Rank Holiday. On Tuesday he made a false Income Tax return, on Wednesday he forged his own will, and so on. These do not satisfy the ghosts, who after giving him a taste of the torture which will follow if he fail to commit some real crimes, allow him one more chance, and command him to carry off a lady at once.

Sir Ruthven yields, and the ghosts, having made him pardon them ("for having agonized him so"), return to their frames. The low, soft chorus is

heard again and the Gallery assumes its normal aspect.

Sir Ruthven bids Adam go at once to the village and carry off a maiden. Despard and Margaret now appear. They, too, are changed, both being dressed in sober garments of a formal cut. They run a National School, and Margaret is a District Visitor. They have come to urge Sir Ruthven to abandon his wild courses. Despard points out that although Sir Ruthven has only been a Bad
Baronet for a week, he is responsible, in the eyes of the law, for all the crimes committed by him, Despard, during the past ten years. This so appalls Sir Ruthven that he determines to reform and take the consequences.

Meanwhile Adam has returned, bringing with him Dame Hannah, who seizes the sword from a suit of armour on the wall, and makes for Sir Ruthven. He, in an agony of terror, invokes the aid of his uncle, Sir Roderic, who once again steps from his picture. He and Hannah, who, it will be remembered were lovers before his death, ten years before, recognize each other. Sir Ruthven is ordered by his uncle to leave them together, Hannah sings of her old love for him and bursts into tears, but at this moment, Sir Ruthven rushes in excitedly, followed by all the other characters and the chorus of Bridesmaids. An idea has occurred to him. Since a Baronet of Ruddigore can only die through refusing to commit a daily crime, the refusal is tantamount to suicide. But suicide being itself a crime, Sir Roderic ought never to have died. This is all very satisfactory; Rose returns to her first love, Sir Ruthven, and Richard has to take Zorah, the chief bridesmaid, and the opera ends with a joyful chorus.