Duke theseus captures Arcite and Palamon and locks then in his palace prison tower.
While in Theseus's prison tower the cousins take turns looking out the window. One day they see a new visitor, Theseus's young sister-in-law,Emily and fell in love with her.
Arcite is released and told he is not allowed to come back to athens.He then decides to go back to Athens for Emily, as her servant.Palamon escapes and they find each other in the woods and start to fight only to be broken up by Theseus.
The cousins joust for Emily's hand.At first Arcite is winning but then out of the blue he falls off of his horse and onto palamons lance.He dies.
Emily is told she is to marry palamon as he is a chivalrous knight.
Emily thinks palamon is ugly and doesn't want to marry him.