Dr. Michael Delahoyde
Washington State University




As the young lords of the French court prepare to journey off to war, the King delivers a pep talk on honor and a warning: "Those girls of Italy, take heed of them. / ... beware of being captives / Before you serve" (II.i.19-22). Bertram is rankling at being kept behind and told he is too young, as de Vere clearly was repeatedly kept at court against his inclination for participation in the wars on the continent. "His letters in the 1570 to 1574 period were filled with discontent over being kept at home while others were permitted to serve in wars or travel" (Clark 116). "I shall stay here the forehorse to a smock" (II.i.30), he anguishes, with an indirect reference to Queen Elizabeth (Ogburn and Ogburn 164), and note the allusion to dancing (II.i.33). "Bertram's 'unseasoned' quality is indicated by the King's refusal to allow him to go with the other young noblemen to the wars; he is presented as one who is not yet capable of making a decision for himself" (Wells 238). He decides to sneak off anyway.

Parolles' brags about being responsible for a facial scar on Captain Spurio (II.i.42f): "This was Henri, Duc de Guise, the illegitimate (Spurio) candidate for the throne of France, who in 1575 received at Dormans a scar on his left cheek" (Clark 122).

Lafew gradually introduces the visit of Helena, "Doctor She" (II.i.79). As Lafew goes to fetch her, the King aligns Lafew with Polonius: "Thus he his special nothing ever prologues" (II.i.92). Lafew says, "I am Cressid's uncle" (II.i.97) when he brings Helena to the King and leaves them alone.

Helena talks the King into letting her treat him, exacting a promise that he will grant her whatever husband she might choose, excepting the royal blood of France. At a certain point (I.iii.130ff), the scene "moves from blank verse into rhyming couplets, and her [Helena's] statements have a generalized quality which causes her to sound almost as if possessed by a power beyond her own" (Wells 236), a potentially "incantatory" intonement even (Wells 237). Her medical practices fall not within the old Galen paradigm but partake of a new Paracelsian method, with its "simples" or chemical distillations (Anderson 74). But she risks her own reputation and life if she should fail.


Lavatch is to be off on an errand to court. The Countess and he discourse on court manners, Lavatch annoyingly affecting the verbal tic, "O Lord, sir!" as his supposed universal answer to any court question. It is easy to imagine that this scene originally mocked some affected courtier.

It may have been the kind of scene to have taken place between Oxford and Queen Elizabeth as Oxford commented entertainingly on court personages (Ogburn and Ogburn 170-171). Note hints of Oxford (Ogburn and Ogburn 171): e.g., "I know my business is but to the court" (II.ii.4).


Lafew's pronouncement against reductive rationality resembles Hamlet's "There are more things in heaven and earth, Horatio, than are dreamt of in your philosophy."

They say miracles are past, and we have our philosophical persons, to make modern and familiar, things supernatural and causeless. Hence is it that we make trifles of terrors, ensconcing ourselves into seeming knowledge, when we should submit ourselves to an unknown fear. (II.iii.1-6)
He is marvelling at the recovery of the King, and Parolles acts the smarmy sycophant, finishing Lafew's sentences or interjecting "so I say" frequently. The King enters with Helena and attendants, and Lafew calls him "Lustick, as the Dutchman says" (II.iii.41), showing the influence of the play The Weakest Goeth to the Wall (Farina 78). It's a 1578 topical reference since Elizabeth visited the Dutch colony at Norwich during her progress and was addressed formally by a Dutch minister (Ogburn and Ogburn 172).

As head of a court of wards, "This youthful parcel / Of noble bachelors stand at my bestowing" (II.iii.52-53), says the King, allowing Helena to select her husband from among the young lords hanging about.

The play is often compared to a fairy tale, and with good reason. It follows the general pattern of what is sometimes called the "Loathly Lady" story, familiar from Chaucer's "Wife of Bath's Tale." A woman despised by a haughty knight (in Chaucer, because she is old and ugly; in All's Well, because she is not a nobleman's daughter) knows the answer to a crucial, lifesaving question. Once she has provided the answer, she gets to choose her husband. (Garber 622)
Relishing this meat market scene, or sixteenth-century episode of The Bachelorette, Helena playfully approaches several of the men but lights on Bertram: "I dare not say I take you, but I give / Me and my service, ever whilst I live, / Into your guiding power. -- This is the man" (II.iii.102-104). Despite the ostensible humility here, Bertram is naturally outraged, but also comes across as a nasty snob: "A poor physician's daughter my wife! Disdain / Rather corrupt me ever!" (II.iii.115-116). The King acknowledges that his honor is at stake and cannot seem to understand that since the lady is virtuous and since he will "build up" her status (II.iii.118), how could Bertram not comply? The King accuses the ingrate Bertram of "vile misprision" (II.iii.152). Probably dripping with sarcasm, Bertram has no choice but to obey the command.
The physical obstacle of the King's illness is to be replaced by the psychological obstacle of Bertram's attitude towards her. The progression has something in common with that in The Taming of the Shrew, where Petruccio proceeds first by physical then by psychological methods. (Wells 237)

Like the physician in the play, Burghley had also been born a commoner. In the play, the king promises to elevate Helena to a title. In real life, the queen raised the Cecil family, including Anne, to nobility just before her wedding to Oxford. (Whalen 105; cf. Clark 115, Anderson 146, Farina 80)
Concerning the marriage of Oxford to Anne Cecil, her father "initiated the project" and Elizabeth "gave the order" (Ogburn and Ogburn 164), despite Burghley's sleazy letter to the Earl of Rutland indicating that Oxford proposed the marriage (Ogburn and Ogburn 165, 172) and thus revealing another reason for the Cecil concealment of the dramatist (Ogburn and Ogburn 166). As for Elizabeth, she was "giving her young favorite a childish wife who would not claim too much of his time or thought" (Ogburn and Ogburn 167).

Although most critics find Bertram insufferable and "noxious" (Bloom 346), "a callow young man, easily swayed and in desperate need of moral guidance" (Wells 238) -- "to call him a spoiled brat is not anachronistic" (Bloom 345) -- "Bertram had surely good reason to look upon the king's forcing him to marry Helena as a very tyrannical act. Indeed, it must be confessed that her character is not very delicate, and it required all Shakespeare's consummate skill to interest us for her" (Coleridge, qtd. in Garber 624). In addition to the issue of "disparagement" in their respective social rankings (Anderson 47), "Helena is not exciting, exotic, or even romantic to Bertram, who seeks adventure, sexual provocation, and an exogamous relationship" (Garber 625). "Helena presents Anne [Cecil] at her most ambitious and aggressive" (Anderson 220). Insofar as Anne was guilty of "conniving" with her father (Ogburn and Ogburn 97), Oxford the "reluctant bridegroom" (Ogburn and Ogburn 822) would have been reluctant to forgive. Still, the play seems indeed to be written at a stage in Oxford's life "when Hamlet still trusted Ophelia and Polonius" (Ogburn and Ogburn 161), with the King a mix of Elizabeth and Burghley (Ogburn and Ogburn 163-164) and Lafew entirely Burghley before 1576 (Ogburn and Ogburn 164).

Parolles and Lafew stay behind and speak, Lafew now entirely contemptuous of Parolles. "Lafeu [sic] seems to have been created for the express purpose of detesting Parolles and cannot so much as come into his presence without giving vent to some fresh denunciation" (Goddard, II 44). Parolles takes offense at Lafew's insistence that Bertram is Parolles' "lord and master" (II.iii.186). Because of his pretensions, Parolles gets on Lafew's every last nerve until the latter offers this lovely insult: "You are not worth another word, else I'd call you knave" (II.iii.262-263). Similarly, Burghley openly disapproved of de Vere's companions.

Bertram returns, married officially but insisting, "I will not bed her" (II.iii.270). Parolles, in a tone resembling that of Falstaff for Prince Hal (esp. II.iii.271), sympathizes and enthusiastically supports his plan to run off to the Tuscan wars. Oxford's marriage was postponed three months, seemingly because of his "runaway groom" act at first, absconding to Flanders to avoid the wedding. Later, Oxford took off to the wars on the continent until summoned home by Queen Elizabeth. Oxford then spent over a year travelling, especially in Italy. If the marriage was ever consummated in the early- or mid-1570s, it may have been the result of a "bed trick."


Lavatch clowns with Helena briefly until Parolles enters, at which point he has a better butt for his joking. Parolles solicits Helena's obedience to Bertram's wishes: he must away on "very serious business" (II.iv.40). She will indeed "wait upon his will" (II.iv.54).


Lafew tries to open Bertram's eyes about what a crumb Parolles is -- "the soul of this man is his clothes" (II.v.43-44) -- but without success. Bertram gives Helena a letter for her to deliver to his mother and no real excuse beneath the elaborate equivocating for his hasty departure. His empty verbiage shows the influence of Parolles. "As in the Spanish Tragedy, so in All's Well, a surplus of words breeds 'confusion' as often as communication" (Garber 631). It's a pretty awkward scene for both.

Hints of Arundel's later accusations against Oxford may appear: e.g., "A good traveller is something at the latter end of a dinner" (II.v.28-29). Perhaps Parolles represents the unworthy talkative side of Oxford (Ogburn and Ogburn 168-169). A couple lines here make it interesting that Gabriel Harvey had delivered his "shakes a spear" reference in his laudatory verses just a few months before the (theoretical) touching-up of this play for its 1579 presentation (Ogburn and Ogburn 167):

Go thou toward home, where I will never come
Whilst I can shake my sword or hear the drum.


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