Duke Frederick, Oliver, and some attendants enter. Duke Frederick orders Oliver to bring back Orlando, saying “bring him, dead or living” (III.1.6). If Oliver does not bring back Orlando, Duke Frederick will take Oliver’s lands. In response, Oliver swears that he does not support his brother.

Orlando enters in the forest reading one of his love poems to Rosalind, then exits. The shepherd Corin and Touchstone enter discussing the benefits and drawbacks of a shepherd’s life. Touchstone enjoys the solitude and natural surroundings but not the lack of refinement. Corin, on the other hand, likes the country and thinks court life is strange. He says, “those that are good manners at the court are as ridiculous in the / country as the behavior of the country is most mockable at the court” (III.2.45-48). The two lifestyles are incompatible with each other.

Ganymede (Rosalind in disguise) enters reading a poem about Rosalind, which Touchstone mocks. Aliena (Celia in disguise) enters, also reading a love poem for Rosalind. Touchstone and Corin exit, then Rosalind and Celia mock the poetry.