Act two scene one starts with Edmund talking to his brother Edgar about how the Duke of Cornwall suspects that Edgar has been helping the Duke of Albany. Edmund then begins a mock fight with his brother and tells Edgar to leave just before their father enters. Edmund takes his sword and inflicts a wound upon his own arm that he shows Gloucester, claiming that Edgar injured him. Gloucester is surprised that his son Edgar has turned against his brother and himself in this manner but completely believes Edmund's lies, eventually pledging to make Edmund sole heir to his property. When Regan is told about what happened with Edgar, she too believes him to be a traitor. She tells Edmund he can stay at her house if he needs to. Regan's husband, Cornwall, welcomes Edmund as they begin to form an evil alliance.

     Scene two has Kent, still disguised as Caius, speaking with Oswald. Kent insults Oswald for the way her treated Lear. When Kent draws his sword, Oswald runs off screaming for help. Edmund, Regan, and Cornwall come out to hear both sides of the story, but they mistrust Kent's honesty. When they threaten to put Kent in the stocks, he said it would be treason as he represents the King. Regan feels that insulting her sister's steward is worse than insulting her father, so she puts the stocks on Kent. Gloucester is on Kent's side but cannot do much to help him.

     Scene three consists solely of a soliloquy by Edgar. Edgar is confused by what his brother has told him and fears for his safety; therefore, he decides to disguise himself as a homeless man. He strips off his clothes, covers himself with dirt, and chooses to call himself Tom. He turns Edgar into nothing and emerges as a crazy man, which ties into the motifs of nothingness and of madness.

     In scene four King Lear finds the disguised Kent in the stocks and is appalled to learn that his daughter would do such a thing. The Fool chimes in with some wisdom about how children make their parents blind, which is another motif of the play. When Lear asks to speak with Cornwall and his daughter, he is refused, which once again makes him angry. When she finally appears, he mocks Regan and curses her. She retorts that he is old, and he should go back to Goneril, which he refuses. Goneril arrives, and the three of them argue over where Lear will leave. Lear wants to be able to hold on to one hundred of his knights; however, Goneril feels he doesn't need that many as it confuses the household as to who is in charge while Regan says she is unable to feed that many people. Lear refuses to let go of this one thing over which he still retains control, so in a moment of madness, he insults both his daughters and decides to go out into the violent storm. His daughters are pleased and announce that the doors should be shut and barred to keep him out. The storm parallels Lear's life as he is in disarray and chaos.