Act 2 scene 1 takes place in the woods. Puck, a fairy who serves King Oberon, is talking to another fairy. This fairy realizes he is talking to Robin Goodfellow, also known as Puck. Puck tells the fairy that King Oberon's wife Titania has recently adopted a young boy whom she stole from an Indian king. She spends all her time with this young lad, and Oberon has become jealous. Puck's job is to distract Oberon and keep him happy. Titania and Oberon show up and accuse each other of showing love to the couple whose wedding is approaching, Theseus and Hippolyta. When Oberon accuses Titania of stealing the young boy, Titania defends herself by saying that she knew the boy's mother, and when she died, she thought for her sake, she would take him and raise him as her own. Oberon asks her to give him the boy, but she refuses.

     After she leaves, Oberon talks to Puck about how he is going to get revenge on his wife. He asks Puck to find a purple flower that had been struck by Cupid's arrow. The juice of it, if put upon someone's eyes, will make that person fall in love with the next person that he or she sees. Oberon wants to put it on Titania's eyes after she falls asleep, and then he hopes that when she wakes up she sees a bear or lion or some other animal, which she will immediately fall madly in love with. Then while she's distracted, he will steal away the young boy and then reverse the charm with another herb.

     When Oberon spots Demetrius and Helena entering the woods, he makes himself invisible in order to listen in on their conversation. Demetrius continues to deny Helena's love. He wants to kill Lysander for trying to run off with his intended bride. Helena shows that she lacks confidence by begging for Demetrius's love, saying that he can treat her like a dog, even beat and use her if he wants as long as he will have her. After they leave, Oberon sees Puck return with the flower that he asked him to find. Oberon tells Puck that he is planning to put drops of the juice onto Titania's eyes. He also wants Puck to take some of it and find a young Athenian man, who appears to dislike the woman pursuing him, and put some of the juice onto his eyes so that he will fall in love with this poor desperate woman. Puck agrees to do it.

     In scene two Titania comes into the forest and asks her fairy attendants to sing her to sleep. Once she falls asleep, they leave. Oberon comes and puts the potion on her eyes then wishes that she opens them to see some vile creature. Lysander and Hermia come by on their way to his aunt's house, and they decide to stop and rest. Lysander wants to sleep next to Hermia, but she forces him to move away from her, for modesty's sake, since they are not yet married. He agrees, and they fall asleep.

     Puck enters after having searched the forest for the Athenian man that Oberon wanted him to put the potion on when he sees Lysander sleeping. Puck assumes this is the correct man by his Athenian clothing, so he puts the potion on his eyes then exits. Demetrius and Helena run in and stumble upon Lysander and Hermia sleeping. Helena wakes Lysander up, and she is the first person he sees; therefore, he immediately falls in love with her. Helena is confused by his loving words since she knows he wants to marry Hermia, so she thinks he is making fun of her. Helena runs away to avoid his false advances. Lysander decides to follow after Helena and leaves his true love Hermia sleeping on the ground, not knowing what has transpired. Hermia wakes up and wonders where Lysander has gone. She worries about what has happened to him and decides to go off in search of her love.