Here we are introduced to Portia and her waiting-woman, Nerissa. The are discussing the terms of her father's will which state that the decision of whom she shall marry will be based on a riddle. Three boxes, one gold, one silver, one lead, and each with a meaning have been set up for each suitor to choose from. He who guesses right marries Portia. Portia reflects upon the unfairness of this, but Nerissa assures her that only a man worthy of her will solve the riddle. She points out the problems with all of the suitors so far and then Nerissa mentions Bassanio, whom they have met at some prior time and Portia remembers his as, "worthy of praise." A servant then enters to announce that the other suitors are leaving, but the Prince of Morocco will soon arrive.