Scene 1 begins within the palace of the Count of Rousillion (formerly a province in southern France). Young Betram has just succeeded his father who has recently died and is accompanies by his mother, the Countess, Helena, and Lord Lafew. Everyone is dressed in the black of mourning and talking to one another.
From their conversation the audience learns that the old Count has just died and that Bertram is to take his place in court. Also during the conversation we learn that the King of France is currently very ill from a Fistula (abscess) and that there is little hope of a cure. It is mentioned by the Countess that Helena's father was a very well known physician (which comes to play later in the act) and that the Countess has taken Helena in because the young woman's father bequeathed it. Finally the matter of Helena's grief is discussed before the Countess exits with a farewell to her son. After the Countess has left Betram tells Helena to look after his mother and then he and Lafew then exit the scene leaving Helena alone.
Once left alone, Helena begins a monologue proclaiming her unrequited and tortured love for Bertram, both of which are happening because of the difference between their stations. Towards the end of the monologue Parolles appears. At the end of the monologue Parolles and Helena discuss the virtue of virginity. During this discussion both take jibes at one another based on their gender, but in the end it is revealed that they both wish each other well.
Their discussion is broke off by the entrance of a Page who informs Parolles that Bertram has asked for him. At this point Helena and Parolles once again chide each other in a friendly manner, Helena teasing Parolles of cowardice and Parolles teasing Helena of lonliness. Then they both wish each other well and again Helena is alone. Helena ends the scene with a monologue about her unrequited love and also of her plans to gain suitable station by treating the Kings illness.
Scene 2 takes place in the Kings Palace in Paris France. A series of musical notes (called a flourish in the play which is used to announce the coming and going of important people) announce the coming of the King who enters the room and engages in conversation with two Lords about a war. The king learns that Austria has agreed to aid France in the war. During this conversation Bertram, now the Count of Rousillon, enters. The King asks who he is and when he learns that he is the former Count's son. The King reminisces about his time with Bertram's father and hopes that Bertram is made of the same stuff. The scene ends with the King asking Bertram to take his arm for he is ill and everyone exits to the sound of a flourish.
Scene 3 takes us back to the Palace of the Count where the Countess is talking with her Steward and Clown. The three begin having a conversation about the Clowns desire to marry a woman named Isbel. When the Countess asks why he wants to marry the women the clown replies that it is a matter of the flesh. This does not impress the Countess who asks him to state other reasons, the clown responds by saying it is his intent to repent. While this conversation seems largely out of place, it is actually Shakespeare giving the audience some foreshadowing about things that will occur in later acts. After their conversation the clown leaves and the Countess and the Steward begin talking.
During this conversation the Steward reveals that Helena is in love with Bertram. The Countess summons the young woman and the Steward exits. When Helena arrives the Countess asks Helena if the young woman looks upon the her as a mother. Helena replies that she does not, which angers the Countess who demands to know why. Helena reveals that it is because she has no wish to be the brother of Bertram. Eventually the conversation leads to the Countess asking Helena directly if she loves her son. After first trying to get out of the question, Helena finally admits she does love Bertram.
At this point the Countess asks Helena if she really had a plan to go to Paris. Helena admits she did which leads the Countess to question why. Helena explains that her father left here with several books and one of them describes a remedy for the sickness from which the king suffers. It is obvious that the reason Helena wants to do this is that she believes if she can cure the King he will grant her a higher status and she can marry Bertrem. The countess blesses this plan and thus ends act I.