Act 2, scene 2 begins with the entrance of Titania, the fairy queen, and her fairy followers. Titania orders her fairy subjects to sing her a lullaby and then to commence work on a number of tasks that she prescribes to them. The fairies promptly sing a poetic lullaby, which grants safe slumber to Titania. Titania falls asleep, and the fairies leave one fairy to guard her as she slumbers while the rest leave to complete their tasks around the forest. Oberon then enters the scene and casts a spell on his sleeping wife. He squeezes juice of the magic flower "love-in-idleness" upon her eyes and casts a spell so that she will awake to set her eyes upon a wild creature, whom she is to fall in love with.

Oberon exists the scene, and Lysander and Hermia enter as they are wandering the woods. Lysander admits to Hermia that he has gotten the couple lost. Lysander entreats Hermia to lie with him and sleep, but Hermia is determined to sleep apart because they are not yet married. Lysander agrees to sleep apart, and they vow to love each other for their whole lives.

As the couple sleeps, Puck enters the scene. Seeing the lovers sleeping and noticing the Athenian clothes of Lysander, he mistakes Lysander for Demetrius and squeezes the juice of the magic flower upon Lysander's eyes (as Oberon directed him to do to Demetrius). The magic is to make Lysander fall in love with the first person he sees upon waking, which Puck thinks will be Hermia, who he has mistaken for Helena. Puck then leaves the scene, and Helena and Demetrius enter.

Helena is pleading with Demetrius to stop and either love her or kill her. Demetrius demands that Helena stop following him and runs off into the woods, leaving her alone. Helena mourns the loss of Demetrius and wishes to be as pretty as Hermia. Helena then spots Lysander lying on the ground asleep. She wakes Lysander, who immediately falls in love with Helena due to the spell placed upon him. Helena is confused and taken aback by Lysander's claims of love and thinks he is playing a cruel trick on her. She runs off into the woods, and Lysander declares that he hates Hermia with all his heart and that he loves Helena. He swiftly leaves to chase after her and attempt to win her heart.

Hermia awakens in fright from a dream in which Lysander watched happily as her heart was eaten by a snake. Looking around, she realizes he is gone and, distraught, begins to search for him.