Twelfth Night by William Shakespeare


Shakespeare, you’ve all heard of him, you all love him. Yeah, right. He’s probably not as bad as your high school English teacher made you think he is. Then again, he just might be. This play is one of the Bard’s most-performed comedies and one of his most popular plays. In the play, Viola is shipwrecked and cross-dresses to protect herself in Illyria, the land where she washes up. Twelfth Night was a holiday right after Christmas (ever heard of The Twelve Days of Christmas?). The holiday featured a Feast of Fools, and people were able to get away with a lot more during Twelfth Night than during the rest of the year. (Think Mardi Gras or Carnival and you’ll get the picture.) Anyway, this is a stock plot with standard characters and an ending about as predictable as any episode of Scooby Doo or Perry Mason. Of course, there are people who really like this play, so maybe it does have some merit.


Orsino: Duke of Illyria, wants Olivia.

Sebastian: Viola’s brother.

Antonio: a ship captain and a "friend" (wink, wink, nudge, nudge) of Sebastian.

Sir Toby Belch: Olivia’s uncle, a raging drunk, practical jokester. (If you want points, compare him to Falstaff in Henry IV, part one and part two.)

Sir Andrew Aguecheek: hangs out at Olivia’s, trying to get her to marry him. Belch and Aguecheek drink heavily together, and Belch encourages him to keep after Olivia.

Malvolio: Olivia’s steward (servant), and in general the Ken Starr spoiling the party of Twelfth Night.

Olivia: a rich countess, major babe, and ice queen of epic proportions.

Viola: Sebastian’s sister, disguises herself as a boy (calling herself Cesario), starts working for Orsino and falls in love with him, Olivia falls in love with Viola (because Viola is dressed as a boy, not because Olivia is gay).

Maria: Olivia’s maid, friend of and prankster with Belch.

Feste: the clown.


Sebastian and Viola are on a ship. The ship sinks. They are separated, and each thinks the other is dead. Viola dresses as a boy to be safer, gets a job working for Orsino, and falls in love with him. Orsino sends Viola to Olivia’s to try to talk Olivia into marrying him. Olivia falls for boy-Viola. Meanwhile, Sir Toby Belch, Maria, and Sir Andrew Aguecheek have set up Malvolio into thinking that Olivia loves him. This is supposed to be funny, and I guess it is, if Malvolio comes off as being enough of a prick; if not, they all come off as assholes. Then Feste is the clown and plays a big part in everything that happens. Then towards the end, everyone starts confusing boy-Viola with Sebastian. This is why this play is a comedy as people are totally confused and falling in love with everyone and only you know who is really who. In the end, Viola ends up with Orsino, Sebastian with Olivia, and Toby with Maria. Read the chapter by chapter for more details.


Act One

Scene One

  • Orsino talks about how he’s in love with Olivia.
  • A servant comes in and tells Orsino that Olivia is still in mourning for her brother, who died before the play started.

Scene Two

  • Viola and a ship captain wash up on shore.
  • The captain tells Viola that Sebastian, her brother, died in the shipwreck.
  • The captain tells Viola that they’re in Illyria, that Orsino is in charge there, and that Orsino loves Olivia.
  • Viola decides to dress like a boy and work for Orsino.

Scene Three

  • Maria tells Sir Toby that Olivia wants him to come home earlier and sober.
  • Sir Toby says he’s sober enough when he gets home.
  • Maria and Sir Toby talk about Sir Andrew.
  • Sir Andrew comes in and announces that he’s leaving since Olivia wants nothing to do with him.
  • Sir Toby convinces Sir Andrew that Olivia really does want to marry him, if he would stick around longer.
  • Since Sir Andrew is a moron, he believes Sir Toby and decides to stay.

Scene Four

  • Viola (Cesario) enters with Orsino, who sends her to Olivia’s house to woo Olivia.
  • Viola announces (after Orsino leaves) that she’s in love with Orsino.

Scene Five

  • Feste and Olivia banter.
  • Malvolio wants to get rid of Feste.
  • Feste makes fun of Malvolio and Olivia.
  • Maria announces that a young man (Viola) is at the gate.
  • Olivia tells Malvolio and Maria to get rid of the young man.
  • Sir Toby enters and exits without much happening.
  • Malvolio comes back and says that the young man insists on coming in.
  • Viola enters and Olivia eventually sends everyone else away.
  • Viola then tells Olivia how much Orsino loves her, blah blah blah.
  • Olivia falls in love with Viola (remember, she is dressed as a boy).
  • Viola leaves.
  • Malvolio comes back and Olivia tells him that Viola left a ring of Orsino’s (which she didn’t really leave) and instructs Malvolio to return the ring.

Act Two

Scene One

  • Antonio and Sebastian show up in Illyria. This is the first time you know that Sebastian is alive.
  • Antonio tells Sebastian that he (Antonio) has enemies in Orsino’s court or he would go with Sebastian.
  • Antonio bids Sebastian a fond farewell then talks about how much he adores Sebastian. (Hello, homoeroticism.)

Scene Two

  • Malvolio catches up with Viola and gives her the ring.
  • Viola, in a soliloquy (a speech in a play done by one character to the audience), figures out that Olivia has fallen for her and talks about how much she is in love with Orsino.

Scene Three

  • Sir Andrew and Sir Toby come in talking about drinking. Feste comes in and sings them a song.
  • Maria comes out and tells them all to shut up before Malvolio yells at them for being drunk and singing late at night.
  • They don’t shut up in time, and Malvolio enters and bitches at them.
  • After Malvolio leaves, Maria says she has an idea of how to get Malvolio. She wants to fake a letter from Olivia to Malvolio in which Olivia professes her undying love for Malvolio.

Scene Four

  • Orsino asks Cesario (Viola) if he’s ever been in love. Cesario (Viola) says yes, I’ve been in love and then all but tells Orsino it’s him that she loves.
  • Of course, since Viola is in drag, she has to pretend it’s a woman just like Orsino that she loves.
  • Feste comes in and sings a song.
  • Orsino sends Viola back to Olivia’s.

Scene Five

  • Maria, Sir Toby, Sir Andrew are finishing the letter when Malvolio comes onstage. They drop the letter so Malvolio will find it, then they hide and watch him find it.
  • Malvolio finds the letter, reads it out loud while the conspirators make fun of him from their hiding place.
  • The phrase you’ve all heard, that "some men are born great, some achieve greatness, and some have greatness thrust upon ’em" comes from the fake letter.
  • The letter also tells Malvolio to wear yellow garters and be an ass to Toby and smile a lot.
  • Olivia hates yellow garters, won’t tolerate a servant talking down to her uncle and thinks no one should smile in her presence since she’s mourning her dead brother.
  • Malvolio falls for it hard core. (Guess what: next time we see Malvolio he’s in yellow garters, etc.)
  • Malvolio leaves and the conspirators talk about how much fun it’ll be to see him make a fool of himself.

Act Three

Scene One

  • Viola and Feste banter about nothing important. Feste offers some verbal parlor tricks and this is supposed to entertain Viola (and the audience) because he’s so witty.
  • Toby and Andrew come on and say hi to Feste and Viola.
  • Olivia comes onstage and sends away everyone but Viola.
  • Olivia talks about the ring and tries to find out if Viola is interested in her.
  • Viola says she feels sorry for Olivia and they blather on for a few lines before the scene ends.
  • Mostly this scene is where Olivia hints to Viola that she’s in love with her.

Scene Two

  • Sir Andrew (again) tells Sir Toby that he’s going to leave since Olivia isn’t interested in him.
  • Toby convinces him (again) to stay and tells him he (Andrew) should pick a fight with Viola.
  • Maria comes on and tells Toby that Malvolio is dressed in yellow garters. Surprise, surprise.

Scene Three

  • Sebastian and Antonio say their good-bye to each other.
  • Antonio gives his purse to Sebastian (definite homosexual overtones: "purse" in Elizabethan England carried double meanings: it was slang for vagina. Here the implication extends to any receiving sexual orifice. So, when Antonio gives his purse to Sebastian, an Elizabethan audience would have laughed at the idea that Antonio wasn’t just giving something to Sebastian, that he was receiving something too.)
  • Antonio says (again) how he’s not safe in Illyria because of a ship fight a few months ago and arranges to meet Sebastian at a tavern, The Elephant.

Scene Four

  • Olivia and Maria are talking and Malvolio shows up, dressed in yellow garters, smiling, etc.
  • This is supposed to be a big comic scene with Malvolio making a fool of himself.
  • By the end, Olivia thinks Malvolio is off his rocker and tells Maria to look after him while she (Olivia) goes to see Viola, who has just showed up at her house.
  • Malvolio has a soliloquy about how Olivia is in love with him.
  • Toby and Maria (and another minor character, Fabian) come in and pretend to think Malvolio is crazy. Malvolio gets fed up with them and leaves the stage.
  • Sir Andrew comes in and read a threatening letter he has written to Viola.
  • Maria, Toby and Fabian get Andrew to leave the letter with Toby, who promises to deliver it.
  • Then they leave just as Olivia and Viola enter.
  • Olivia talks more about how much she loves Viola, gives Viola a locket with her picture in it.
  • Viola keeps trying to get Olivia to go for Orsino.
  • Olivia leaves and Toby and Fabian come out again.
  • They tell Viola that Andrew is looking for her and want to kick her ass.
  • They also tell her that Andrew is a badass.
  • Toby leaves and Viola runs away. Then Toby comes back with Andrew.
  • Toby tells Andrew that Viola is a badass.
  • Viola comes back, and she and Andrew draw their swords just as Antonio enters. Antonio mistakes Viola for Sebastian because Viola as a boy looks like Sebastian.
  • Then, Antonio and Toby draw their swords, each to defend his friend.
  • Now some cops (all right, they’re Officers, technically, since England at the time had no standing police force (this should make you look smart)) come on and arrest Antonio.
  • Antonio asks Viola for his purse, she doesn’t know what he’s talking about, he gets pissed and tells her off.
  • Viola figures out that Sebastian is alive and that Antonio thought she was Sebastian.

Act Four

  • Scene One
  • Sebastian and Feste banter, then Andrew, Toby and Fabian enter.
  • Andrew slaps Sebastian.
  • Then Sebastian bitch-slaps Andrew and draws his dagger.
  • Toby intervenes, and Sebastian threatens him, so they both draw their swords when, just in time, Olivia enters and breaks up the fight.
  • She sends away everyone but Sebastian, mistaking him for boy-Viola.
  • Olivia tells Sebastian to come home with her, and, being a red-blooded man, he goes home with her because she’s beautiful even though he’s never seen her before now.

Scene Two

  • Maria gives Feste a priest robe and tells him to pretend he’s a priest so they can mess with Malvolio.
  • By now, Malvolio has been locked up for being crazy.
  • The deal with this scene is that Malvolio and Feste are both onstage, but Malvolio is supposed to be blindfolded and locked in a cell of some sort.
  • Feste (pretending to be "Sir Topas" the curate) quizzes Malvolio about pointless things.
  • While this is happening, Maria and Toby are on the other side of the stage, watching. Feste goes back and forth between them and Malvolio.
  • After playing the curate for a while, Feste goes to talk to Maria and Toby then goes back to Malvolio this time in his own voice.
  • Malvolio thinks that the curate has gone and now Feste happens to be walking by his cell.
  • Then Malvolio talks to Feste for a while. The scene ends with Feste singing a song.

Scene Three

  • Sebastian has a soliloquy wondering why Antonio wasn’t at The Elephant then talks about Olivia.
  • Olivia comes on with a Priest and wants to marry Sebastian right away. Sebastian agrees.

Act Five

Scene One

  • Fabian and Feste come on talking about a letter Malvolio gave "Sir Topas."
  • Orsino, Viola and everyone else come on, and Orsino and Feste banter for a while.
  • The cops bring out Antonio, and Viola tells Orsino how Antonio protected her.
  • Antonio tells Orsino how Sebastian (actually boy-Viola) sold him out and kept his purse and his money.
  • Viola doesn’t know what he’s talking about, since she isn’t Sebastian.
  • Everyone gets confused.
  • Olivia enters and calls out to Viola, thinking she is Sebastian.
  • Orsino again hits on Olivia, she again says no, that she loves Viola.
  • Orsino then says that if he were strong enough he’d kill Olivia, but that since he isn’t (that he loves her too much) he’ll kill Viola instead.
  • Viola loves Orsino so much that she’s willing to die for him, so she starts to follow Orsino offstage.
  • Olivia then tells Viola that the Priest is on his way, Viola doesn’t know what Olivia’s talking about, and Olivia tells everyone that Viola is her husband.
  • The Priest comes on, Olivia tells him to explain what’s happening, he tells everyone that Viola and Olivia are married.
  • Orsino gets intensely pissed off and yells at Viola.
  • Andrew runs on bleeding and screaming for a doctor for Toby. Olivia asks him what’s happened, Andrew tells her that Viola (Cesario) has beaten both Toby and Andrew.
  • Andrew sees Viola and starts rambling about how she beat him for no reason. Viola doesn’t know what he’s talking about.
  • Toby and Feste enter, Toby is bleeding. Olivia sends Feste, Fabian, Toby and Andrew home to get medical help.
  • Sebastian enters apologizing for hurting Toby. Orsino thinks he’s seeing double and does a trip-trip-triple take on Viola and Sebastian.
  • Sebastian tells Antonio how much he missed Antonio, then notices Viola.
  • They make a short story long before realizing that they’re brother and sister.
  • After they figure things out, they begin explaining to everyone else.
  • Once Orsino learns that boy-Viola is actually girl-Viola, he proposes. (Never mind the fact that he’s been pining and whining away for Olivia the entire play. He finds out Viola is a girl and forgets about Olivia.)
  • Olivia calls for Malvolio to be sent in, and Feste and Fabian come out and read the letter Malvolio wrote and gave to "Sir Topas." Fabian goes to get Malvolio.
  • Malvolio enters and accuses Olivia of doing him wrong, she denies it, Malvolio goes off about the letter (he thinks) Olivia wrote him, making a fool of himself.
  • Olivia tells Malvolio that she never wrote that letter, looks at the handwriting, and figures out that Maria wrote it.
  • Olivia tells Malvolio that she’ll let him decide how to punish the people responsible for the letter as soon as they find out who was involved.
  • Fabian then explains that is was just a joke. Everyone thinks it’s a riot except Malvolio, who threatens to "be reveng’d on the whole pack."
  • While everyone is still laughing at Malvolio, Orsino sends a servant to calm down Malvolio and announces that they’ll have a double-wedding really really soon.
  • Everyone leaves and Feste sings a song.


  • This play is a comedy.
  • The main themes in this play deal with appearance vs. reality, the fickle nature of love.
  • Couples by the end of the play: Orsino/Viola, Olivia/Sebastian, Toby/Maria. Malvolio and Antonio both get shafted. Well, Antonio stops getting shafted, but he’s upset about it, so he’s a loser too.
  • Feste is the key to interpreting this play. If Feste is seen as a light, happy-go-lucky guy who sings happy silly songs, then this play comes off as a comedic romp. If Feste is a more melancholy clown who sings sad songs and comments ironically on the action in the play, then this play becomes much darker and more cynical. Feste operates both within and outside the world of the play. Quite often, Shakespeare uses a clown in this way. Because the clown-figure operated on the fringe of society, he could get by with a lot more than other people; like, if people don’t expect much of you, you don’t have to do as much. Appearance vs. Reality, no?
  • Women weren’t allowed onstage in Elizabethan England. Young boys played women’s roles. So a boy would have played a girl playing a boy. Got that?
  • Great Chain of Being: important concept in Shakespeare’s world. Basically: every object in the universe has a natural place in a hierarchy. Living things higher than non-living things, and people on top of the pyramid. Within the People category, it was peasants, then merchants, then lesser nobles, then greater nobles, then the King (or Queen), then God. Actors didn’t have a place in the Great Chain, and neither does Feste. This is one of the foundations of the Elizabethan world-view.
  • Shakespeare’s theater was called "The Globe." His company was first the Lord Chamberlain’s Men, later the King’s Men. All theatre at the time performed during the day (no electricity, no fluorescent lights). They would fly a flag each day and had different types to flags to advertise what type of play was being performed (tragedy, comedy, etc.).