Orlando, who has been denied his inheritance and education by his brother Oliver, fights with him over his birthright. Envious of Orlando's virtues, Oliver schemes to have Charles the wrestler murder Orlando in an upcoming match. Rosalind and Celia attend the bout at Duke Frederick's court and watch Orlando defeat Charles. Rosalind gives him a necklace, and he falls in love with her. Later, Le Beau warns Orlando that the duke is threatened by his presence, and he advises the youth to flee the court. Meanwhile, Rosalind admits to Celia that she loves Orlando, but her happiness is interrupted when the duke banishes her.

She decides to journey to Arden forest disguised as a courtier named Ganymede, accompanied by Celia and Touchstone.