At Duke Frederick's court, we meet Celia and Rosalind. Rosalind is a little miffed that her father, Duke Senior, has been banished by Duke Frederick (her uncle and Celia's dad).
Celia recommends that Rosalind change her perspective and think of Duke Frederick as her new daddy. This doesn't fly, as Rosalind doesn't need two dads and is hanging onto a nifty thing called family loyalty.
The girls decide to distract themselves with frippery, so they talk about love and fortune. Celia notes it's a pity that only ugly girls are chaste and she declares that most pretty girls are promiscuous.
Touchstone, the court fool, enters and says Celia's dad wants to talk to her.
Touchstone banters with the girls until he hits a sensitive subject – Rosalind's banished father, Duke Senior.
Rosalind tells him to pipe down or he'll be whipped.
Le Beau, a courtier of Duke Frederick, comes in to tell the women that Charles (remember the court wrestler?) has just fought three strong brothers and in general leaves broken ribs scattered in his wake. The next wrestling match, Charles vs. Orlando, is about to go down right where the women are standing, in case they'd like to stay and watch the carnage.
Then Duke Frederick enters and tries to get the girls to convince young Orlando not to fight, as he's terribly outmatched.
The girls plead with Orlando, but he puffs out his chest, flexes his biceps, and says he's got nothing to lose. The girls wish him luck.
Big, bad Charles shows up and is ready to rumble.
Shockingly, Orlando easily beats Charles, who can't even speak when he's carried off in a stretcher.
Duke Frederick is impressed with Orlando...until he finds out the boy is son of one of his enemies, Sir Rowland de Boys.
Rosalind says she's glad that Orlando is a member of the de Boys family. Turns out that Orlando's dad, Sir Rowland, was pals with her banished father, Duke Senior (also an enemy of Duke Frederick).
Celia and Rosalind congratulate Orlando and Rosalind, nursing a crush, gives Orlando her necklace as a token of her affection.
Rosalind and Orlando make googly eyes at each other (cue the sappy music) before they go their separate ways.
Le Beau warns Orlando that the Duke is in a bad mood and might harm Orlando if he sticks around. Orlando asks about the ladies he's just met, and learns that Rosalind is Duke Senior's daughter.
Meanwhile, Duke Frederick, who has been keeping Rosalind at his house, begins to weary of the fact that everyone keeps praising her. He decides to banish Rosalind.
Orlando heads home to his scheming brother, and is still in the early blush of loving Rosalind.