Unable to sleep, King Henry has his page deliver letters to the earls of Surrey and Warwick who are to attend to the king after they have read the letters. Alone, King Henry marvels at how the proud and the mighty on account of their worries are bereft of that which the low and the humble enjoy in spades; namely, sleep. By and by, the earls of Warrick and Surrey arrive, and the king confides in them as to the contents of the letters which bespeak of the mighty rebel forces and Northumberland’s growing power. The king reminds the earls of King Richard who had prophesied that as Northumberland has betrayed Richard he will betray Bolingbroke but to an even greater degree. Warwick assures King Henry, however, that Richard had merely inferred a likely outcome, that he had no supernatural powers of divination, and moreover that reports citing the great numbers of Northumberland’s forces are rumor and gossip--that the numbers are far less in reality. King Henry takes comfort in Warwick’s assurances.
While waiting for Falstaff’s arrival, Justices Shallow and Silence reminisce about their days of yore, and lament their mutual friends and acquaintances who have died. Presently, Bardolph and Falstaff’s page arrive to apprise the Justices of Falstaff’s impending arrival. Sure enough, shortly thereafter, Falstaff arrives. They greet each other and without further ado they get down to business: Justice Shallow introduces Falstaff to the men who are eligible for military draft and Falstaff’s selects the men who he is to command. The first man to be considered for recruitment is Mouldy, and despite Mouldy’s insistence that his circumstances won’t allow for him to go off to the wars, Falstaff selects him, arguing that his staleness, as his name suggests, could use a blast of a fresh new vista. Next to be considered is Shadow, and on account of his name and Falstaff’s anticipation of many hot summer days to come, Falstaff selects him despite his slow wit. Next to be considered is Wart, and on account of his skin blemishes, which Falstaff construes as a major disadvantage in war, Falstaff excuses Wart from serving. Next to be considered is Feeble who, despite his name, is so gung-ho and eager to serve that it’s a no-brainer to select him. Finally, Bullcalf is considered for recruitment, but despite his sickness which he claims is grounds for being excused from service Falstaff selects him. With the selections made, Falstaff joins Justice Shallow for a drink. Meanwhile, both Mouldy and Bullcalf, who are determined to have themselves excused from serving, try to bribe Bardolph to no avail. Still, the amounts that Mouldy and Bullcalf are willing to pay are substantial, compelling Bardolph to take the offers to Falstaff for consideration. Falstaff considers for a moment, and decides to accept their bribes though he makes it ostensibly clear that he is relieving them of their obligations not because of the bribes but because of their unfitness to serve. Then Falstaff adds Wart to his recruitment class, making his final selection Shadow, Feeble, and Wart. Despite his initial disagreement with regards Falstaff’s selections, Justice Shallow comes to the conclusion that Falstaff has selected right and promises that when Falstaff returns from the wars that the two of them will share a drink and many laughs. Falstaff doubts that, however, as he has determined that Justice Shallow to be, as his name suggests, a fellow with nothing to his name or reputation but his unsubstantiated brags of being a man of the world.