Carlos is given a chance to meet Elisabeth privately. He calmly asks her whether she could persuade the King to send him to Flanders. However, he is not really calm, and soon he starts to be angry with her for not showing any love feelings towards him. She tells him that it is her duty now that she is Queen. Carlos understands, but is still in love with her. He falls at her feet. He grabs her and declares his love for her, but the Queen tears herself from him and he rushes off in despair.