In the orchard of Oliver’s house, Orlando is complaining to Adam about the mistreatments he receives from his brother. Oliver enters and Orlando complains to him regarding inequality between them.
He demands proper education and training proper to his rank by birth. Verbal abuse happens between them. Charles comes with the news of the old Duke’s banishment to the forest of Arden by his younger brother and Rosalind staying back with her uncle due to her closeness to her cousin who is the daughter of the new Duke.
Charles asks Oliver to keep his brother away from him for the coming wrestling match but Oliver assures him to do he may and in fact, he should even kill Orlando if the situation comes up. Oliver has this plan to get Orlando into this fight so that he is definitely defeated to be killed.
In the lawn before the Duke’s palace, Celia is trying to lighten up the gloomy Rosalind regarding her father’s exile. Rosalind, promising to be happy, asks Celia about falling in love in order to be happy.
They further discuss fortune, nature, and beauty. Touchstone enters and makes a witty comment about the real nature of fools which has some wisdom too.
Le Beau enters and lets them know about the upcoming wrestling match between Charles and Orlando and they go together to watch it. Together they request Orlando to not take part in the match to which he sadly rejects.
Orlando surprises everyone by winning against Charles. Rosalind congratulates him and Orlando realizes that he has fallen in love. Le Beau warns Orlando of Duke’s intention and asks him to leave.
Rosalind expresses her love for Orlando to Celia in a room in the palace and Celia wistfully asks her to get rid of it and control her feelings. Duke Frederick enters and asks Rosalind to leave the palace within ten days because he doesn’t trust her anymore.
Celia expresses her grief and says that they are inseparable and decides for them to leave for the forest of Arden and join the exiled Duke, Rosalind’s father. They decide to change their look so that nobody can recognize them.
Rosalind decides to become Ganymede, the page (a young boy) of Jove and Celia decides to become Aliena(which in Latin means stranger) due to her changed condition. They decide to take Duke’s court jester with them. Celia says that it not going into exile but to a life of freedom.