In 1675, John Wilmot, Second Earl of Rochester, delivers a prologue of themes of his fondness for drink, his sexual proclivities, and his disdain for his audience.
King Charles II retracts his banishment of the earl as he has need of him in the House of Lords. Back in London, Rochester finds his "Merry Gang" friends, George Etherege and Charles Sackville, in a bawdy house. Rochester encounters on the street the thief Alcock. Impressed by his dishonesty, Rochester hires him as his gentleman. The Merry Gang introduce Rochester to its newest member, 18-year-old Billy Downs. Rochester warns Downs, "Young man, you will die of this company."