Gwynplaine accidentally meets Josiana, having been brought into her palace by her confidant, the intriguer Barkilphedro. At first she nearly seduces him, perversely excited by his deformity. However, she then receives a letter containing the Queen's order to marry him (as a replacement for David and the legitimate Lord Clancharie) and therefore violently rejects him as a lover, while accepting him as her (formal) husband.