York discourages his brother, John of Gaunt, from straining himself, arguing that their nephew, King Richard, surrounded by flatterers as he is, will take no heed of Gaunt’s words of reproach. Gaunt argues, however, that a man’s dying words carry more weight than a man’s words that are uttered in the fullness of his health and that his dying words will have a dimension of prophecy that Richard may find himself unable to ignore. By and by, King Richard, the Queen, and their attendants arrive, and Gaunt wastes no time in warning Richard that he is surrounded by flatterers, that he is mortgaging England to ruin, and that Richard’s role in his uncle’s (Gloucester’s) murder will haunt him for the rest of his days. Having had his say, Gaunt is borne away for rest and seclusion.
Not surprisingly, Richard dismisses Gaunt’s words as the ravings of a sick, dying man, an opinion York seconds for the sake of protecting his brother’s interests. York’s good intentions prove to be futile, however, when news of Gaunt’s death prompts Richard to seize Gaunt’s property and wealth for the sake of financing his Irish wars. York objects, arguing that Richard is violating one of the most time honored customs of the land, the very custom that has made Richard king: namely, the tradition guaranteeing an heir to inherit the status and wealth of his forebears. Would Richard deny Bullingbrook, who is yet alive and well, his rightful inheritance? Needless to say, Richard will have his way.
A sense of chagrin and resignation hangs in the air, as noblemen Northumberland, Ross, and Willoughby, who have been in John of Gaunt’s attendance, discuss this latest development of events. They cannot believe that Bullingbrook will be robbed of his inheritance. It is another abuse in a litany of abuses the King has inflicted on his people. They’re resigned to accept things as they are, however, lest the King exact levies on them when Northumberland suggests that relief may be on its way. At Ross and Willoughby’s insistence, Northumberland reveals his secret: Bullingbrook, backed and financed by the Duke of Brittany, is sailing for England, as they speak, with men and arms. Indeed, Northumberland will be shortly on his way to Ravenspurgh to greet Bullingbrook. Not surprisingly, Ross and Willoughby are more than happy to join Northumberland.
In vain does Bushy console the Queen who feels a sorrow the source of which she cannot pinpoint. Bushy argues that the source is the King’s departure for Ireland, that what she deems an unexplainable sorrow is imaginary. The Queen’s unexplainable sorrow proves to have been warranted, however, when Green appears to report a major crisis: Defying his exile, Bullingbrook has returned to England. Worse, England’s nobility, including Northumberland, his son Henry Percy, and the Lords of Ross, Beaumond, and Willoughby have all defected to Bullingbrook. Anon, the Duke of York, who has been authorized to govern England in Richard’s absence, arrives to see to the Queen’s safety. York admits that old and weak as he is there isn’t much he can do. His ability to successfully oppose Bullingbrook becomes even more untenable when it becomes apparent that his son, Aumerle, had left for Ireland prior to the news of Bullingbrook's arrival had broke, and that the Duchess of York from whom he hoped to borrow money to finance the impending war against Bullingbrook has died only just recently. Even Bushy, Bagot, and Green, the King’s inner circle, sense their impending doom. The commoners, who have been taxed heavily by Richard, have all aligned their allegiance to Bullingbrook, meaning that they will set upon anyone who is even remotely in league with Richard like wild dogs. They part, Green and Bushy to a nearby castle where they will bunker down and Bagot to Ireland to inform the King of the disaster at home.
Northumberland accompanies Bullingbrook as their forces march to Berkeley castle when they are joined along the way by Henry Percy (Northumberland’s son) and the Lords of Ross and Willoughby. All three pledge their allegiances to Bullingbrook. By and by, Lord Berkeley approaches from the castle and demands, on the Duke of York’s behalf, to be enlightened of Bullingbrook’s justification as to his his unlawful, armed return to England. Bullingbrook tells Berkeley that he has come for Lancaster, his father’s title, and that until he--Bullingbrook--is addressed as Lancaster and not Herford that he will not give in to Berkeley’s demand. When the Duke of York himself appears, Bullingbrook justifies his actions by appealing to their kinship, of how Bullingbrook now looks to York as his father what with Gaunt’s death, and of how it would be the same with Aumerle with respect to Gaunt had York died prematurely. York maintains, however, that had he the wherewithal he would arrest Bullingbrook and his men for treason. Seeing as how he doesn’t, York proclaims that he will be a neutral party and invites Bullingbrook and his men to lodge themselves in Berkeley for the night if they so wish.
The Earl Salisbury, who is loyal to King Richard, fails to persuade the Captain of a band of Welshmen to keep his forces deployed and to wait for King Richard whose engagement in Ireland is delaying his return.