ACT 1. SCENE: The Banks of the Thames, near Windsor Castle.
May Day revels are in progress and we are introduced to the May Queen and then to her chosen retainers, the foresters Long Tom and Big Ben, who reveal that though brothers, they have their differences of opinion. Jill (a reputed witch) appears and tells of her life in the forest, after which Wilkins and Simkins (two players in Shakespeare's company) enter and Wilkins predicts the eventual triumph of musical comedy over Shakespearian drama. Sir Walter Raleigh then leads the company in a drinking song. The May Queen suggests a witch hunt and the crowd set off enthusiastically in search of Jill, while the May Queen, Kate, Raleigh, Wilkins and Tom sing of the joys of love. However, when Raleigh meets his lady-love, Bessie, we learn that the course of true love is not always smooth. Essex reveals his jealous desire to replace Raleigh as Queen Elizabeth's favourite. Jill pursued by the crowd, finds that Wilkins' bragging offers of protection are not to be relied upon, and later Ben completes Wilkins' ignominy by throwing him into the river. Having obtained from Jill a love letter from Raleigh to Bessie, Essex conceives a plan to further his ambitions.
Queen Elizabeth arrives by barge and Wilkins sufficiently recovers from his ducking to offer her the title of "Mistress of the Seas." The May Queen persuades Elizabeth to condemn Jill to death as a witch and Essex contrives to secure the banishment of Raleigh and the imprisonment of Bessie.

ACT 2. SCENE: A Glade in Windsor Forest.
Jill is discovered near Herne's Oak which conceals a secret exit from Windsor Castle formerly used by King Harry, whose praises are sung by Jill, Bessie, Tom and Ben.The Rustics arrive and Wilkins instructs them in the preparation of a masque for presentation before the Queen.
Overheard by Raleigh, the Queen orders from an Apothecary a poisonous drug to administer to Bessie, but later when Raleigh, disguised as a forester, forbids the delivery of the drug, we find that the Apothecary is none other than the Queen's Fool who assures Raleigh of his desire to help him.
The rustics assemble and Raleigh sings to them of the beauties of "The English Rose," then desiring to gain entry to the castle, he persuades Wilkins to let him take part in the masque.
Jill leads the escaping Bessie from the oak and goes in search of Raleigh. Essex, who has discovered the escape appears from the oak, and offers his friendship to Bessie, for he has realised that if Raleigh is married to her, his own chances with Elizabeth will be enhanced. So he makes plans to obtain a pardon for Bessie, Jill and Raleigh. He arranges for Tom to be disguised as the apparition of Herne the Hunter and to appear before the Queen during the production of the masque, hoping to excite her remorse by telling her that Herne appears only when the Sovereign contemplates a crime. The plan succeeds, the Queen, terror stricken, relents and pardons the condemned trio so that all ends happily.