Faust, now more than one hundred years old, broods in his palace garden about his failure to acquire the old couple's house and orchard. Mephisto and the Three Mighty Men return from a pirating expedition and land at the new port that Faust has built. They report the success of their voyage to him. He orders them to evict Philemon and Baucis from their cottage and secure the property for him.
Faust is beginning to feel uncertain about his relationship with Mephisto and about the wisdom of having unleashed the evil forces which he allowed the devil to put to work in his behalf to help complete the project. Now they are slipping out of his control and are misusing the fruits of his labor, as is shown by the piratical expeditions that sail from his newly built port. Mephisto's reference to biblical parallels to Faust's desire for the cottage, indicates the devil's belief that great human achievements cannot be accomplished without the unjust use of power, but this is not a fair interpretation of the feelings that are bothering Faust. The innocent and peaceful lives of Philemon and Baucis make him feel guilty and uneasy. Faust's comment that their cottage is situated on high, "original" ground, i.e. land not created by his drainage project, and his annoyance when he hears the bells from the chapel where they are praying, shows that he resents the natural life enjoyed by Philemon and Baucis because he is unable to participate in it. He believes foolishly that the possession of their land will satisfy his moral craving and bring him the peace he desires.