- A guy named Martino instructs a dude named Frederick to be sure the rooms are clear of people, since the Emperor is on his way.
- Frederick asks about the whereabouts of Bruno, their elected Pope, who just arrived from Rome.
- Martino replies that Bruno will be there, too, with his new buddy, the German conjurer Faustus, who has come to show the emperor his stuff.
- Frederick also wants to know what's up with Benvolio and Martino tells him that he's fast asleep with one whopper of a hangover.
- But no sooner has he said that than Benvolio sticks his head out of a nearby window.
- Martino tells Benvolio that Faustus is coming to amaze the court, so he had better come down so he can see the show.
- But Benvolio wants to stay put and watch it all go down from his window.
- Frederick and Martino leave and then re-enter with the Emperor, Bruno, the Duke of Saxony, Faustus, and Mephistopheles.
- The Emperor thanks Faustus for freeing Bruno from the Pope, adding that Faustus will become even more renowned if Bruno eventually becomes Pope in Rome.
- A jolly Faustus says he's totally ready to perform whatever tricks the Emperor wants in order to impress him.
- In an aside, Benvolio mocks Faustus's speech and says the guy doesn't look like much of a conjurer.
- Okay, what's it gonna be, emperor? He asks Faustus to conjure Alexander the Great and his lover.
- Sure thing, buddy. Faustus commands Mephistopheles to fetch them.
- Benvolio expresses his doubt that Faustus will be able to do anything magnificent, to which Faustus responds with a threat.
- Faustus warns the emperor not to try to touch Alexander and his lover, since they're immaterial spirits, after all. Good tip.
- Benvolio announces that he'll turn himself into a stag if Faustus is able to conjure Alexander; Faustus threatens to put horns on him—again. (Snap!)
- Alexander shows up (well done, Faustus), and fights with Darius, killing him. Then he embraces his lover.
- When Alexander salutes the Emperor, the Emperor tries to touch him until Faustus stops him. Dude, don't you listen?
- But the Emperor is so amazed at Faustus's mad skills that he really wants to touch the shapes.
- He also wants to verify the spirits' identities by checking out a mole on the lady's neck (we guess Alexander's lover had a famous mole). Faustus is game, and her identity is proven.
- The spirits exit. Faustus points out that Benvolio, asleep at his window, is now horned. Take that, doubter.
- The Duke of Saxony and Emperor wake him up, and Faustus is all, check out your new look, Benny.
- Then Faustus conjures a pack of hounds to chase him. This guy clearly holds a grudge.
- When the Emperor asks Faustus to stop tormenting poor Benvolio, Faustus does so, telling the Emperor that all he has done to Benvolio has been not for his own hurt feelings, but only to amuse the Emperor.
- Benvolio declares his intention to trust scholars no longer.
- Wise words, buddy.