Lear and his followers arrive at Gloucester's castle. Kent hails the king, who promptly asks who has placed his messenger in stocks. Lear refuses to believe that Regan and Cornwall would imprison and humiliate someone in the king's employ.
Regan and Cornwall decline speaking to the king, claiming fatigue from their journey. While Gloucester searches out the couple and secures Kent's release, the king's Fool presents a steady commentary on surrounding events — in prose and verse.
Ushered to the scene by Gloucester, Regan greets her father with seeming affection, and Lear details the sorrow that Goneril has caused him. Regan urges Lear to restrain himself and behave as befits a man of his age. Regan also advises Lear to seek Goneril's forgiveness, which provokes the king to anger and cursing. With Oswald and Goneril now present, Cornwall admits to Lear that he ordered Kent's punishment.
Lear's disgust and disillusionment are further compounded when Regan refuses to host her father and his full complement of knights. Goneril, conspiring with her sister, proposes that Lear dismiss his entire entourage. The king, angered by his daughters' rejection, calls for his horse. Lear states that he would rather live outside under the stars or beg shelter in France than stay in the company of those who disrespect his proper place as father and king. Regan and Goneril instruct Gloucester not to stop their father from venturing into the night. Regan and Goneril remain unmoved and unconcerned that the old king is going forth into a severe storm.
