Helena arrives, and Hermia tells her of their plans. Helena decides to tell Demetrius of Hermia's flight in order to gain his gratitude. The Fairy King and Queen are both present to celebrate the nuptials of Theseus and Hippolyta, but they have been fighting with each other over a changeling child which Titania is raising. Again, Titania refuses to give up the child, and Oberon vows to get even with her. He summons his henchman, Puck, and they plot to cast a spell on Titania to make her fall in love with some beast in the forest.
Puck fetches a unique flower to cast the spell.
Hermia and Lysander get lost in the forest and have no choice but to sleepuntil morning when they can better find their way. Meanwhile, Demetrius is searching for them, and Helena is hot on his trail. When Oberon witnesses how disdainful Demetrius is of Helena's love, he decides to help Helena by casting a spell on Demetrius similar to the one he will cast on Titania. Puck returns with the flower, and Oberon instructs him to use it on the Athenian man in the forest. Oberon finds Titania sleeping in the forest.