The story takes us from the Royal Court at Westminster to battlefields in England and France. These rich films are woven with the finest of Shakespeare's poetry and are filmed in the architecture and landscape of the period.
King Richard is called upon to settle a dispute between his cousin Henry Bolingbroke and Thomas Mowbray. Richard calls for a duel but then halts it just before swords clash. Both men are banished from the realm. Richard visits John of Gaunt, Bolingbroke's father, who, in the throes of death, reprimands the king. After seizing Gaunt's money and land, Richard leaves for wars against the rebels in Ireland. Bolingbroke returns to claim back his inheritance. Supported by his allies, Northumberland and the Duke of York, Bolingbroke takes Richard prisoner and lays claim to the throne.

In the aftermath of the Battle of Shrewsbury, Northumberland learns of the death of his son. The Lord Chief Justice attempts on behalf of the increasingly frail King to separate Falstaff from Prince Hal. The rebels continue to plot insurrection. Falstaff is sent to recruit soldiers and takes his leave of his mistress, Doll Tearsheet. The rebel forces are overcome. This brings comfort to the dying king, who is finally reconciled to his son. Falstaff rushes to Hal's coronation with expectations of high office.