Flaminius, one of Timon's servants, arrives at Lucullus's house to ask for a loan, carrying a box under his arm. Lucullus is glad to see him, convinced he carries some gift from Timon. He asks what is in the box, but Flaminius says it's an empty box. He has come on Timon's behalf to ask that it be filled with cash for a loan, which Timon is sure his friend will provide. Lucullus notes that he has always enjoyed Timon's hospitality, but he has often warned him that his holdings would run out, though Timon never listened.
Lucullus compliments Flaminius, saying he always thought he was a good man. But now is not the time to make a loan, he says, based merely on friendship without security. He gives Flaminius several coins as a bribe to tell Timon that he didn't speak to Lucullus, but Flaminius hurls them back at him. Lucullus departs. Flaminius ponders the nature of friendship, that it should be so weak as to change overnight. Lucullus was fed at Timon's table, yet now he won't pay him back. Flaminius wishes him ill, and departs.
Lucius, another of Timon's friends, enters, talking to several strangers. The strangers have heard rumors that Timon's finances are in bad shape, but Lucius finds it hard to believe. They have also heard that Timon asked Lucullus for money, and Lucullus refused him. Lucius admits that he has received gifts from Timon too, though less than Lucullus--but he would have never denied Timon a loan if he had asked.
Servilius, Timon's servant, enters. Lucius too thinks Timon's servant has come to bring him a gift, but Servilius explains his mission is to ask for a loan. Lucius says it's bad luck, but he has just spent all his money on a small investment, and now has no ready cash. He sends his best wishes to Timon, but cannot send him any money.
Servilius and Lucius depart, leaving the strangers to discourse on the nature of friendship. They say that Timon has been like a father to Lucius financially, yet Lucius denies Timon a loan of even a small percentage of what Lucius has given him. Though they have never met Timon, the strangers agree that what they have heard of him suggests he is a man they would be glad to help out through a loan. But they see Timon's friends are unable to have pity for Timon, but calculatingly plan ways to retain their wealth.
Timon's third servant enters with Sempronius, another of Timon's friends. Sempronius is annoyed that Timon asks him for a loan, and suggests he had better ask Lucullus or Lucius or even Ventidius. The servant explains that all have already been asked and would give no money. Sempronius is even more annoyed when he hears that he has been asked after the other three; he wonders if he is Timon's last refuge. He feels disgraced to be so low on the totem pole, when he prided himself on being the first man to receive a gift from Timon. Finding himself so slighted as to be asked for a loan after other men, Sempronius refuses, and leaves. The servant calls Sempronius a villain. Now Timon's friends have all betrayed and abandoned him.