The King of France and the Duke of Burgandy return with Gloucester where they are told that Cordelia has been disowned by father. The Duke of France had always known that she has been her father's favorite daughter is shocked by the news. Cordelia explains that she has offended her father because she could not flatter her father under false pretenses like her sisters. The Duke of Burgandy wastes no time, and reveals to Cordelia that he would like to have her for his bride. Cordelia however, is not interested in wedding the Duke because he is only interested in her lineage. The King of France steps up and praises Cordelia stating that her virtues alone make her rich, and would like to accept her as his bride to be. In Cordelia's farewell to her sisters, she reveals to her sisters how she knows they have not been true in their promise to honor and love their father.

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