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Prologue
Reflecting on his memories and past experiences aboard the battleship, HMS Indomitable, Captain Vere can’t help but feel guilt about his actions regarding the case of young Billy Budd.
 
Act I     
As sailors wash the deck of the ship one early morning, the Novice accidentally stumbles into Officer Bosun, who sentences the Novice to be lashed 20 times by Squeak, another officer on the ship.  As Squeak escorts the Novice away, the cutter arrives with three new recruits for the English navy. The new sailors were actually taken from a nearby merchant ship, and two of the sailors look sick to be there.  However, Billy Budd, a young, strong and handsome man who impresses everyone including Claggart, the Master-at-Arms, welcomes his new life with smiles and enthusiasm. As he yells goodbye to his former ship, the Rights o’ Man, his confidence catches the attention of Claggart, who refers to him as «a king’s find» or «a find in a thousand». But, thinking he may be a mutineer, Claggart informs the officers below deck to give Billy Budd a rough time, while ordering Squeak, who has just returned, to keep an eye on him. It isn’t long before the Novice returns from being punished, barely able to walk while being helped by a friend. Billy Budd, who suffers from a stammer when frightened, is amazed at the cruelty of the punishment, but is confident that should he follow the rules, he will not be in harm’s way. Within Captain Vere’s quarters, Vere enjoys a few drinks with First Lieutenant Redburn and Sailing Master Flint. They discuss the looming threat of mutiny, especially after an uprising referred to as the Nore incident. Vere, though not entirely sure, believes the incident was more fiction than fact and used as a means to spread French revolutionary ideas. Redburn and Flint, still wary of Billy Budd, depart. Vere takes a moment to delight in the songs sung by the men below decks. Moments later, Second Lieutenant announces their arrival into enemy waters. Unbeknownst to Vere, the officers below deck are roughhousing and picking on Billy Budd. Officer Dansker asks Billy for some tobacco and Billy is happy to oblige. When Billy gets to his bunk, he finds Squeak meddling through his belongings and throws him to the floor. Unable to get past his stuttering, Billy Budd can only shout. Claggart breaks up the impending fight and sides with Billy. After sending Squeak upstairs and Billy takes his leave, Claggart reveals his hatred for Billy. Blinded by jealousy, Claggart is determined to darken Billy’s bright spirit. He orders the Novice, who will do anything to avoid punishment, to bribe Billy to join and become the leader of the mutiny. When the Novice approaches Billy at night, Billy is flabbergasted by his request. Again, unable to voice his rage, he kicks the Novice out of his room. Billy Budd tells Dansker what happened. Though Billy thinks everyone likes him, Dansker warns him that Claggart is the one behind the events. 

Act II 
Several days have passed and the ship is surrounded by a thick mist. Claggart tries to convince Captain Vere that there are dangers of mutiny aboard the ship. Their discussion is interrupted when an enemy ship is briefly spotted. Dansker, Billy Budd and a few other sailors volunteer to board the enemy vessel, but are turned down when their own ship cannot keep up with the enemy’s. Claggart picks up his conversation with Captain Vere and tells him that he believes Billy Budd is going to cause a mutiny. He even shows Vere two gold coins that he claims are Billy Budd’s payment for recruiting followers. Vere is still not convinced, but calls Billy Budd into the captain’s cabin questioning any way. Billy eagerly arrives under the impression of a promotion. Overjoyed, Billy Budd begs the captain for the position of steersman. Vere sees nothing but loyalty from Billy Budd and happily calls in Claggart under his own suspicions. Claggart arrives and tells the same boldface lie right in front of Billy Budd. Again, Billy Budd is unable to voice his anger. In a knee-jerk reaction, he strikes Claggart in the head with a nearby hammer. Claggart falls to the ground dead. Stunned, Captain Vere immediately calls an emergency court-martial. Billy swears his loyalty to the King and the ship, so the officers seek Vere’s council. Because Vere was a witness, he cannot help them. Sadly, the council finds Billy Budd guilty and sentences him to death. Vere has to deliver the verdict to Billy Budd, but he cannot understand why a good man has to die for the unintentional death of a bad man. Hanging from the wall in chains clasped to his wrists within a small prison cell, Billy Budd is visited by Dansker. Dansker tells him that he has raised a mutiny in his behalf, but Billy Budd tells him to stop it immediately. A mutiny will only bring death to more men and it won’t save him from his own fate. A few hours later before the break of dawn, Billy is read the Articles of War along with his sentence. In position with the noose around his neck, he shouts to Vere: «God Bless You». Seconds later, the floor drops out beneath him.
 
Epilogue
After remembering Billy Budd’s burial at sea, Vere, now an old man, realizes that the good man he failed to save had blessed him in the end, seconds before his life was taken. He finally realizes that through Billy Budd’s blessing, he has found true goodness, and he is finally able to be at peace.