Gadshill, one of Falstaff’s accomplices, learns that at least one of the pilgrims they plan to rob is carrying a great deal of gold.

The thieves and Hal meet before the planned robbery. Falstaff blusters and rages because he can’t find his horse and is too overweight to travel by foot. Falstaff’s accomplices Peto, Bardolph, and Gadshill arrive. After Gadshill informs them of what he learned in Act II, Scene 1, they don disguises. Hal and Poins slip away. Falstaff and the others rob pilgrims before fleeing the scene. Prince Hal and Poins return with their own disguise and easily rob Falstaff and the others.

Hotspur receives a letter from a nobleman who declines to join his rebellion. He reads the letter in a fury, recognizing that the nobleman could tell the king about their plan. However, he believes that they are well-prepared. He will set off that night.

Hotspur’s wife, Lady Percy, enters. She notices Hotspur’s behavior is different lately. He is paler, more melancholy, and talks in his sleep about war. Hotspur ignores her and calls for his horse, anxious to leave. Lady Percy is frustrated with Hotspur’s attitude. He will not tell her where he is going or what he plans to do in case she divulges the secret.