In 5 G Ultra-dense Network(UDN), resource allocation is an efficient method to manage inter-small-cell interference. In this paper, a two-stage resource allocation scheme is proposed to supervise interference and resource allocation while establishing a realistic scenario of three-tier heterogeneous network architecture. The scheme consists of two stages: in stage I, a two-level sub-channel allocation algorithm and a power control method based on the logarithmic function are applied to allocate resource for Macrocell and Picocells, guaranteeing the minimum system capacity by considering the power limitation and interference coordination; in stage II, an interference management approach based on K-means clustering is introduced to divide Femtocells into different clusters. Then, a prior sub-channel allocation algorithm is employed for Femtocells in diverse clusters to mitigate the interference and promote system performance. Simulation results show that the proposed scheme contributes to the enhancement of system throughput and spectrum efficiency while ensuring the system energy efficiency. In 5 G Ultra-dense Network (UDN), resource allocation is an efficient method to manage inter-small-cell interference. In this paper, a two-stage resource allocation scheme is proposed to supervise interference and resource allocation while establishing a realistic scenario of three-tier heterogeneous network architecture. The scheme consists of two stages: in stage I, a two-level sub-channel allocation algorithm and a power control method based on the logarithmic function are applied to allocate resource for Macrocell and Picocells, guaranteeing the minimum system capacity by considering the power limitation and interference coordination; in stage II, an interference management approach based on K-means clustering is introduced to divide femtocells into different clusters. Then, a prior sub-channel allocation algorithm is employed for femtocells in diverse clusters to mitigate the interference and promote system performance. Simulation results show that the proposed scheme contributes t o the enhancement of system throughput and spectrum efficiency while ensuring the system energy efficiency.