Oscar is appointed as the Commander of the French Guards Company B, a particularly rough regiment filled mostly with commoners. She tells Andre that she does not hold the other night's incident against him. She promises to avoid seeing him because she does not love him back, similar to what Fersen did for her unrequited love, but Andre joins Company B so he will be able to see and protect Oscar, much to her chagrin. Company B decides to boycott Oscar's inaugural troops review because they do not want to be commanded by an aristocratic woman...