- Our narrator apologizes for having begun the canto with a story about a loose-living lady (Malecasta), but explains that sometimes hearing about bad things can make good things look even better.
- Anyway, back to our knights and the locked castle. The Squire explains that a crabby old man lives there who has no knowledge or interest in manners or hospitality, and is obsessed with hoarding his treasure.
- He has a much younger, very beautiful, and very flirtatious wife but he keeps her hidden in his house since he's always jealous.
- Satyrane thinks this man, named Malbecco, is silly for thinking he can keep his wife, named Hellenore, locked up forever since women who want to cheat always find a way.
- Paridell agrees that he's foolish, especially for making himself essentially a captive too, and says they should just storm the castle instead of chatting outside.
- Satyrane suggests that they ask first and then use force after, so Paridell goes up to the gate and requests to be let in.
- Entrance is denied, since the guards claim that only the master of the house has they keys and he is asleep.
- Their bad luck continues when a storm begins and they are forced to cram into a little hut for shelter.
- After they leave, another knight comes to the castle seeking shelter and is also denied. He too then heads to the hut where he encounters the other knights.
- Grumpy at having not been allowed into the castle, and at now not being able to enter the hut, the knight begins to complain bitterly.
- Paridell can't take this and fights with the knight, only to be knocked out.
- The Squire is then about to challenge the knight next until Satyrane intervenes and makes peace.
- Then all of them turn their attention to getting into the castle and punishing Malbecco and decide that the best course of action is to burn down the gates of the castle.
- When Malbecco sees that they are in earnest, he freaks and lets them in, blaming his servants for not admitting them sooner.
- Malbecco gives them what they need, out of fear not hospitality, but the knights welcome any respite and remove their armor.
- The strange knight, who fought with Paridell, removes her armor and reveals herself to be none other than the stunning Britomart.
- The other knights are amazed, not only at her beauty but also at her incredible fighting skills.
- Paridell is a little upset to have been unseated by a woman, but Britomart is so lovely and charming that he gets over it.
- When it's time for supper, the knights all demand to see Malbecco's wife, the lady of the house, who Malbecco tries to excuse because of ill-health, exhaustion, etc. but none of these excuses fly and finally he summons her.
- She arrives, looking very nice, and everyone sits down dinner, exchanging rather meaningful glances since Malbecco is jealous of everyone.
- But Malbecco doesn't have a very good view of Paridell, who ends up making eyes at Hellenore the whole evening. She makes eyes right back, and they continue their flirting through a dinner game.
- After dinner, Hellenore asks everyone to tell an adventurous story and Paridell obliges by telling a story about the fall of Troy.
- Troy, which is now just a name, was once upon a time a mighty city until one of its princes, named Paris, decided to steal a beautiful queen of Greece, one Helen.
- For her sake many women lost their lovers who sailed over with the Greeks to Troy to fight for Helen's return.
- Paridell reveals that he's in fact a descendant of Paris, who had a son named Parius with a shepherdess named Oenone.
- Parius fled Troy after the Greeks destroyed it and went to the island of Paros, which he left to his son Paridas, from whom Paridell descends.
- Britomart, who had just recently found out she (and all Britons) is descended from the Trojans, is deeply affected by Paridell's story and feels great anger at the Greeks for destroying Troy.
- Finally, she laments that such a wonderful city was destroyed and remarks that it shows how quickly things can decay and die.
- But, since she's so moved by Paridell's story, she wants to continue it and talk about another prince, Aeneas, who escaped the destruction.
- Aeneas, the son of a king and of the goddess Venus, flees Troy with his crew and wanders the sea for a long time before he finally lands on the shores of Italy.
- There he fights with the king Latinus until finally they reach an agreement and Aeneas marries his daughter.
- From there, he begins a line of great kings starting with his son Iulus and going all the way until Romulus, who founds Rome.
- Rome, Britomart proclaims, is a second Troy, but she predicts even a third Troy, called Troynovant (literally "New Troy") that will appear on the mighty banks of the Thames. If this is sounding suspiciously like London, you're on the right track.
- Brutus founds this city, with two gates facing west and north, and a great bridge.
- Paridell interrupts Britomart and apologies for forgetting another part of the story.
- He explains that Brutus accidentally killed his father, Silvius, with a wayward arrow. He flees to present-day Britain, where after defeating the Giants who live there, takes it under his control.
- There he founds both the city of Troynovant and Lincoln, cities fairer than any other city in the world except for Cleopolis.
- Seeing how they are descended from the same line, Paridell also apologies to Britomart for attacking her earlier.
- This whole time, Hellenore has hung on every word Paridell utters, and the two have made unspoken signs to each other.
- But since it's very late, and Malbecco has been rather bored, they all finally head to bed.