The Romanesque Revival building, which occupies an entire city block bound by George, Market, York and Druitt Streets, was built in 1898 by the architect George McRae to replace the original Sydney Markets. Later, it accommodated a concert hall, which eventually became the City Library. The building was remodelled in the 1930s and used for different purposes, including municipal offices. In 1984 it was completely refurbished as a shopping centre, with more than 200 shops. In 2009 another refurbishment finished to keep pace with other commercial buildings in the 21st century. The changes include new shopfronts, glass signage, glazed balustrades, new escalators connecting ground, first and second levels and new colour schemes. The modern changes have been described by critics as kitsch and threatening the heritage values of the historic building. They believe that the new glass and mirrored escalators intrude into space of the original architecture and that the frameless shopfronts, glass signage and new colour schemes have lowered the heritage significance of the whole building.

The dominant feature is the spectacular centre dome, made up of an inner glass dome and an exterior copper-sheathed dome. Smaller domes of various sizes are on the roofline, including a pair overtopping each end of the rectangular building.

Glorious stained glass windows, including a cartwheel window depicting the arms of the City of Sydney, and splendid architecture endure throughout the building and an original 19th century staircase sits alongside the dome. Every detail has been faithfully restored, including arches, pillars, balustrades and the intricate tiled floors thus maintaining the integrity of the building.

Inside, the building consists of four main shopping floors, the top three pierced by voids protected by decorated cast-iron railings. Much of the tilework, especially under the central dome, is original, and the remainder is in keeping with this style. Underground passageways lead off to Town Hall Station at the southern end, and to a food court at the north. You can buy almost anything at the Queen Victoria Building, but be aware that most (not all) stores are fairly upmarket and have the prices to match. Generally, the higher the level, the more expensive the prices are likely to be.

There is a marvellous hanging clock that displays a series of mechanically moving tableaux of British kings and queens every hour on the hour. This spectacular mechanical clock was made by the Queen's clockmaker and resembles Balmoral Castle. It is suspended from the ceiling and is the world's largest hanging animated turret clock. Every hour, on the hour between 9am and 9pm, it's mechanical action figures sound the trumpets and act out a Royal Pageant. It features six scenes from England's history including King John signing the Magna Carta in 1215, Queen Elizabeth I knighting Sir Frances Drake in 1588 and the beheading of Charles I in 1649.

There is also the Great Australia Clock – This clock stands 10 meters tall and depicts 33 scenes from Australia's history from both Aboriginal and European perspectives. An Aboriginal hunter continuously circles the exterior of the clock to represent the never-ending passage of time.