- Back in Verona, Julia and Lucetta brainstorm about ways for Julia to travel to Milan without losing her "honour." (Remember, girls weren't allowed to go traipsing around the country like the guys do.)
- Lucetta advises Julia to stay home and wait it out – Proteus will be back eventually.
- Julia's not hearing any of this. She's in love and wants to be with Proteus, pronto.
- Julia decides to dress up like a boy to "prevent" any unwanted encounters with "lascivious men" (to protect herself from being raped). She'll tie up her hair in fashionable knots to make her appear older and Lucetta will make her a pair of pants.
- Lucetta advises Julia to also wear a codpiece. (A "codpiece" is a pouch attached to man's breeches that covers the genital area. Codpieces were all the rage in Shakespeare's day.)
- Julia worries that travelling alone and cross-dressing will ruin her reputation, but she decides that it's worth it because Proteus is the most faithful and loyal guy in the world. (Yeah right.)
- Julia and Lucetta make preparations for the journey.