...will be moving into the King’s palace, as opposed to her own home adjoining the palace, as promised by the King. Incensed, but determined to honor her commitment, Anna grudgingly agrees to accompany the Kralahome to the palace.
In the palace of King Mongkut, the troubled King confides in the Kralahome about the challenges Siam faces as European countries continue to gain power and authority over surrounding Asian countries. They are interrupted by Lun Tha, an emissary from Burma who is studying one of the King’s famous temples. Lun Tha is accompanied by Tuptim, a young woman who has been sent as a present for the King from the Prince of Burma. When the King leaves, Tuptim reveals through song that although she must obey her new master, she is in love with another man.
The King returns to his study. The Kralahome ushers in an angry Anna who attempts to address the matter of her housing agreement. The argument is interrupted by Lady Thiang, the King’s head wife. The King refuses to honor the agreement and demands that Anna live in the palace. He leaves her with his wives who implore her to stay and teach. Lady Thiang confides in Anna that she believes Tuptim is in love with another man which inspires Anna to reminisce about her late husband Tom. The King returns and the royal children are ceremonially presented to Anna.
While teaching, Anna unveils a modern map of Asia causing confusion in the classroom. When Anna explains what snow is, the classroom, led by the Prince Chulalongkorn, reacts with disbelief and consternation. The King enters the classroom, now in disarray, and has a heated confrontation with Anna regarding her place in the palace, which results in her resignation. Tuptim remains in the classroom after everyone has left and cautiously reunites with Lun Tha. It is revealed that they are lovers, and that Anna has been facilitating their secret meetings.
Alone in her room, Anna unleashes her anger to an imaginary King, trying to reconcile the conflicting emotions she feels toward him and the royal family. Lady Thiang visits and explains that European powers have their sights set on Siam and regard King Mongkut as uncivilized. She implores Anna to go to him and resolve their differences. Anna refuses at first, but after a heartfelt plea from Lady Thiang, she agrees.
Anna enters the King’s study. The King dictates a letter addressed to President Lincoln to Anna. In addition, he expects Anna to honor the palace rule that no subject’s head be higher than the King’s. Anna reluctantly promises to do so, and gently asks him if there has been any news from abroad. He confirms what Lady Thiang has told Anna, and surreptitiously asks for Anna’s advice. Anna suggests hosting a European-style party for the British delegation. The King agrees and calls his royal families and subjects in to share the news and begin preparations. It is clear that Anna will be staying on in Siam to help him with this endeavor. As he appeals to Buddha for help, he promises that he will, at last, honor his word and provide Anna with a house of her own outside the palace.
In the schoolroom, now a dressing room for the European-style dinner party that the King is hosting for Sir Edward Ramsay and his fellow British dignitaries, the wives struggle with their Victorian hoopskirts. Anna, the King, and Lady Thiang hurriedly make last minute preparations to ensure the success of the party. Sir Edward Ramsay enters. The King, Anna, and Ramsay depart and head to dinner.
Lady Thiang confronts Tuptim about her secret meetings with Lun Tha and tells her that he will be sent away that evening. Tuptim and Lun Tha have a stolen moment together and decide that they will escape from the King’s palace together that evening. Anna comes looking for Tuptim and finds the two lovers together. Lun Tha tells Anna that they will be leaving that night.
Tuptim leads fellow performers from the royal palace in a traditional dance drama she has created based on Harriet Beecher Stowe’s Uncle Tom’s Cabin, a book Anna has lent her. Her play tells the story of a slave who successfully runs away from a tyrannical slave owner. The party has ended and Sir Edward commends the King and Anna for a successful evening. Thankful for her help, the King gives Anna one of his rings as a gift. The Kralahome interrupts and requests that the King speak with the Secret Police who inform him that Tuptim is missing. The King returns and he and Anna engage in a discussion about their differing views on male and female roles. Their spirited exchange leads to Anna teaching the King to polka. Their dancing is interrupted by the Kralahome, who enters declaring that Tuptim has been caught.
Tuptim is brought before the King who is told that she was found on a Chinese sailing ship trying to escape with Lun Tha. The King prepares to whip Tuptim for her dishonor, despite Anna’s protests. The King is unable to follow through with the punishment in Anna’s presence. He flees the room. The Kralahome denounces Anna for making the King feel weak and Anna leaves the room in despair.
Captain Orton’s ship has returned to Bangkok to retrieve Anna and Louis, while Chulalongkorn and Lady Thiang wait at Anna’s house to tell her that the King has taken ill. When they arrive, Lady Thiang gives Anna a heartfelt letter from the King. Anna reads the letter and immediately goes to the palace to see him.
Anna sits by the bed of the King as the children come to say their goodbyes to her. Anna, aware that the King is dying and overcome with love and affection for the royal children and wives, decides to stay. The dying King asks Chulalongkorn to proclaim what he will do when he becomes King. Chulalongkorn declares that there will be no more prostrating on the ground to show respect for the monarch. Rather, men will bow while standing and women will curtsy. His father agrees. As Chulalongkorn continues with his proclamation, stepping into the role of King, King Mongkut dies.