Moranzone tells Guido that until he is avenged, he should put aside all other things - when Ascanio returns, Guido sends him away. As Guido speaks a soliloquy, swearing this, he sees the Duchess of Padua pass. Their eyes meet.
Guido advises Moranzone to prioritize his vendetta until it is fulfilled; upon Ascanio's return, Guido sends him away. While speaking alone, Guido catches sight of the Duchess of Padua and they lock gazes.