The scene opens on Edgar, alone in the woods. In his soliloquy, Edgar relates that he is aware of his outlaw status. Thus far, he has escaped capture by hiding in the "happy hollow of a tree" (II.3.2), but he knows that to remain free, he must mask himself.
Edgar lays forth a plan in which he will disguise himself as a Bedlam beggar, smearing dirt on his face and body, tying his hair in knots, and covering his body with a blanket. In this costume, he will be known as Poor Tom