Meanwhile, Edmund is determined to be recognised as a rightful son of Gloucester. By a trick, he persuades his father that his legitimate brother, Edgar, is plotting against Gloucester's life. Warned by Edmund that his life is in danger, Edgar flees and takes the disguise of a Bedlam beggar. Edmund becomes a courtier to Goneril. Goneril meanwhile grows increasingly exasperated by the behaviour of Lear's hundred companions who are upsetting her life at Albany's castle, and she criticises her father. 

Kent has returned from exile in disguise and wins a place as a servant to Lear. Kent accompanies Lear when, in a rage against her criticisms, he curses Goneril and leaves. Lear goes, unannounced, to live with Regan and Cornwall who, it turns out, have gone out to visit Gloucester. When Lear arrives at Gloucester's house to find Regan, she spurns him and his followers, namely his devoted companion, the Fool.