At Orsino's palace, the duke is gathered together with Cesario (Viola), Curio, and others, and he says that he would like to hear a song, a certain "old and antique" song that he heard last night; the song seemed to "relieve [his] passion much." Feste, the jester, is not there to sing it, however, so Orsino sends Curio out to find him and, while Curio is gone, Orsino calls Cesario to him. He tells the young lad that "if ever [Cesario] shalt love," then he should remember how Orsino suffered while he experienced love's sweet pangs. Orsino tells Cesario that Orsino himself is the sad epitome of all lovers — "unstaid and skittish" — except when he recalls "the constant image" of his beloved. Cesario hints that love has already enthroned itself within him, and Orsino remarks that he believes that Cesario is indeed correct. He can tell by looking at the boy that his "eye / Hath stay'd upon some favour that it loves." Cesario acknowledges that this is true. The duke is intrigued; he is curious about the woman who has caught Cesario's fancy, and he begins to question the lad.
Cesario says that the object of his love is a great deal like Orsino, a confession that makes Orsino scoff: "She is not worth thee, then," he says. When he learns that Cesario's "beloved" is about Orsino's own age, he becomes indignant. A woman, he says, should take someone "elder than herself." He says that women, by nature, are not able to love with the same intensity as a young man is able to love; women need to find themselves a steady, doggedly devoted older man whose passions are burned low and, thus, more equal to hers. Cesario, Orsino suggests, needs to find a very young virgin, one who has just blossomed, "for women are as a rose [and] being once displayed, do fall that very hour." Cesario sadly agrees; women, he says, often "die, even when they to perfection grow."
