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Twelfth Night, or What You Will
A Study Guide
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With Complete Texts That Define Difficult Words and Explain Difficult Passages

Table of Contents

Type of Work and Full Title     Composition and First Performance     Publication     Source     Setting     Tone     Characters     Plot Summary     Conflicts
Climax and Conclusion     Themes     Comic Ingredients     Figures of Speech     Love Imagery     Allusions     Meanings of Names
Writing Format     Study Questions and Essay Topics     Complete Text With Definitions of Difficult Words and Explanations of Difficult Passages.

Study Guide Prepared by Michael J. Cummings
...© 2003, 2010, 2011, 2013, 2016, 2018

Type of Work and Full Title

William Shakespeare's Twelfth Night is a romantic comedy written for the Elizabethan stage. The full title is Twelfth Night, or What You Will. Shakespeare wrote the play in the festive spirit of the Twelfth Night of the Christmas season, January 6, as part of events celebrating the holiday season. The play uses mix-ups, pranks, and comic dialogue to achieve its effect.

Composition and First Performance

Shakespeare wrote Twelfth Night between 1600 and 1602. Its first documented performance was on February 2, 1602, at the hall of London's Middle Temple, a facility that housed and educated aspiring lawyers. February 2 was considered the last day of the Christmas season, Candlemas Day, which celebrated the presentation of the child Jesus in the temple of Jerusalem and the purification of the Virgin Mary. It was also a day set aside for the blessing of candles.


Friends of Shakespeare published Twelfth Night in 1623, seven years after the author's death, in a collection that included thirty-five other Shakespeare plays. This collection was carefully edited and proofread, then printed in folio format. A folio was a large sheet of paper folded to create four pages. Because the folio book was the first publication containing a collection of Shakespeare's plays, it came to be known as the First Folio after other folio editions were published in 1632, 1663, and 1685.


The probable main source of plot material for Twelfth Night is "Apolonious and Silla," a story included in Barnabe Riche's Farewell to the Military Profession, published in 1581. Riche (circa 1540-1617) based his work on a story in Novelle, by Matteo Bandello (circa 1480-1562).The latter work was based on an anonymous Sienese comedy, Gl'Ingannati (The Deceived), published in 1537.


The action of the play is set in Illyria, in the northwestern Balkans along the Adriatic Coast. Illyrians were ancestors of modern-day Albanians. However, Shakespeare intended Illyria as an imaginary country free of time or borders, like Shangri-La, Oz, Avalon, or Prospero's island in Shakespeare's The Tempest.


The tone of the play is lighthearted and comic. There are no tragic developments and no deaths.


Orsino: Duke of Illyria, who is also referred to as a count. He thinks he is in love with his neighbor, Olivia, but has trouble gaining her attention. His so-called love for her is fickle and frivolous, however. Later, he realizes that he loves Viola, who has been working as a page for him in the disguise of a male.
Viola: Shipwreck survivor who disguises herself as a male to get work as a page to Duke Orsino. She calls herself Cesario. Viola is the main character, or protagonist. She is smart, resourceful, kind, and loving.
Olivia: Neighbor of Duke Orsino who ignores his proposals of marriage and who continues to mourn the death of a brother long after he goes to his grave. However, she becomes enamored of the disguised Viola, thinking he is a man, and begins to emerge from her shell of sadness and sorrow.
Sebastian: Twin brother of Viola who also survives the shipwreck, although Viola thinks he has drowned.
Valentine, Curio: Gentlemen attending Duke Orsino.
Sir Toby Belch: Merrymaking uncle of Olivia.
Sir Andrew Aguecheek: (pronounced uh GUE cheek): Bumbling knight who hopes to marry Olivia.
Malvolio: Pompous steward of Olivia who is led to believe that she loves him. He wears yellow stockings to impress her.
Feste: Fool (jester) and servant of Olivia. He is highly intelligent and given to clever wordplay that often centers on the folly of human beings.
Fabian: Servant of Olivia.
Maria: Olivia's handmaiden and author of a letter that ensnares Malvolio in a prank that pokes fun at his haughty demeanor.
Antonio: Sea captain and friend of Sebastian.
Another Sea Captain: Friend of Viola.
Minor Characters: Lords, priests, sailors, officers, musicians, attendants.

Plot Summary

Duke Orsino of Illyria rules all that he sees except his beautiful neighbor, Olivia. He will not rest until he wins her heart and her hand. Early in the first scene of Act 1, at his palace in a locale on the coast of the Adriatic Sea, Orsino is pining for Olivia as musicians play for him and other lords of his realm. When the sweet sound of the music evokes in him the bittersweet longings of love, he orders the musicians to stop playing. Curio, a gentleman in his service, asks him whether he plans to join a deer-hunting party. Orsino answers with a pun in which he compares himself to a hart (male deer with antlers) and his feelings of love to the hunting dogs that pursue it:
O, when mine eyes did see Olivia first,
Methought she purged the air of pestilence!
That instant was I turn’d into a hart;
And my desires, like fell and cruel hounds,
E’er since pursue me. (1.1. 22-26)
Olivia, however, busy mourning a recently deceased brother, cannot bother her pretty head with the duke’s importunities. Consequently, the duke needs help to press his suit. Help arrives in the form of a gentlewoman named Viola, who washed onto the shores of Illyria after a shipwreck. She assumes that her twin brother, Sebastian, drowned in the shipwreck. To make her way in a world of men, she dons male clothing, calls herself Cesario, and gains employment as the duke’s page. Her first job, the duke tells her, is to persuade Olivia to pay attention to him.

Residing with Olivia in her household are her quick-witted jester, Feste, and her uncle, Sir Toby Belch, a merry tub of lard. Belch promotes Sir Andrew Aguecheek, a bumbling knight, as Olivia’s rightful suitor, claiming that Sir Andrew has an income of three thousand ducats a year, plays the viol da gamba (a stringed instrument), and can speak three or four languages. In reality Belch just wants Aguecheeck around so that he can freeload on him. The steward of the household is the conceited Malvolio, who has a talent for irritating people with his haughty demeanor. He, too, has an eye for Olivia even though he is only her servant.

When Viola presents herself as Cesario at the door of Olivia’s house, Malvolio attempts to turn her away. He is under orders from Olivia to refuse to receive the visitor, for Olivia suspects the “gentleman” is a messenger charged with pressing the cause of Orsino. However, Malvolio says the gentleman—whom he describes as “Not yet old enough for a man, nor young enough for a boy” (1.5.75)—refuses to leave. Olivia gives in and receives the visitor. Viola/Cesario then makes her pitch on Orsino’s behalf, praising Olivia’s beauty.

Olivia asks, “How does he love me?” (1.5.126) “With adorations, fertile tears / With groans that thunder love, with sighs of fire?” (1.5.127-128).

Olivia says she does not love Orsino even though he may be “virtuous” and “noble” (1.5.130), “valiant” (1.5.132) and “gracious” (1.5.134). When Viola heaps further praise on Olivia on Orsino’s behalf, Olivia begins to warm to the idea of love. But it is not Orsino who has stirred her; it is his messenger, the young gentleman Cesario (Viola). Suddenly, Olivia realizes Cesario is the man of her dreams, come to rescue her from her doldrums. She tells Cesario that even though she does not love Orsino, he (Cesario/Viola) may be admitted to her house whenever he has other messages to deliver. Viola then returns to Orsino’s estate without accomplishing her mission. However, Orsino does have an admirer—Viola. She reveals her love for him, without directly saying so, when he asks her whether she loves someone:
ORSINO:  Thine eye
Hath stay’d upon some favour that it loves:
Hath it not, boy?
VIOLA:   A little, by your favour.
ORSINO:   What kind of woman is’t?
VIOLA:   Of your complexion.
ORSINO:   She is not worth thee, then. What years, i’ faith?
VIOLA:  About your years, my lord. (2.4.23-30)
Viola's brother, Sebastian, meanwhile, is quite alive and well, having been rescued during the shipwreck by a sea captain, Antonio. But Sebastian is sad, for he believes his twin sister has drowned. The kindly Antonio gives him money to get along in Illyria but remains behind for the time being because the Illyrians think he is a pirate. He says he will meet up with Sebastian later.

After nightfall at Olivia’s home, Belch, Aguecheek and the jester, Feste, are drinking and singing, as they are wont to do. As the evening wears on, they become drunker and noisier. Feste sings a song that is a testament to carpe diem:
What is love? ’tis not hereafter;
Present mirth hath present laughter;
What’s to come is still unsure:
In delay there lies no plenty;
Then come kiss me, sweet and twenty,
Youth’s a stuff will not endure. (2.3.23)
Olivia’s handmaiden, Maria, attempts to quiet the caterwauling revelers, to no avail. Then the self-righteous Malvolio comes a-scolding. He says, “Do ye make an alehouse of my lady’s house, that ye squeak out your coziers’ catches [stupid cobblers' songs] without any mitigation or remorse of voice? Is there no respect of place, persons, nor time in you?” (2.3.44).

Malvolio then upbraids Maria for failing to end the raucous merrymaking. Fed up with Malvolio’s bossy arrogance, Maria and the revelers decide to play a prank to bruise his ego. Maria, who can imitate Olivia’s handwriting, is to pen a letter in which Olivia professes her love for Malvolio. Upon reading it, Malvolio will no doubt puff with pride to think himself the object of Olivia’s affection, then proceed to make an ass of himself in front of Olivia.

When Cesario (Viola) returns to Olivia’s house to renew her pleas on Orsino’s behalf, Olivia declares her love for him. Aguecheek, jealous, then challenges Cesario to a duel. Out on a walkway on Olivia’s property, Malvolio happens upon the forged letter, which Maria placed on the walkway earlier. Though it does not mention Malvolio by name, he realizes it is clearly meant for him and vows to follow its instructions: to smile constantly, act surly to servants and house guests, and wear yellow stockings with crossed garters. When Malvolio next sees Olivia, he  beams broadly and prances about as he displays his wonderful yellow stockings. Then he calls her “sweetheart” (3.4.25) and quotes phrases from the forged letter. Olivia thinks him mad and commits him to the care of Belch, who promptly locks Malvolio in a dark room.

Antonio the sea captain now ventures onto the scene. Thinking Viola (Cesario) is her lookalike brother Sebastian, he tries to fight on her behalf as the duel commences, but the duke’s officers arrest him for piracy. When Antonio asks Viola for the money he gave her (still believing she is Sebastian), she appears dumbfounded and says she does not know him. Before the officers lead him away, Antonio addresses Viola as Sebastian. Viola then realizes this stranger may have seen her brother. Could Sebastian have survived the shipwreck?

Shortly after Viola leaves, Sebastian arrives and Aguecheek—unable to tell Sebastian from his twin sister, who remains in the guise of a male—takes him for Viola (Cesario) and strikes him. Sebastian strikes back. Shocked, Aguecheek threatens to sue him. Sebastian then challenges him to draw his sword. Happily for Aguecheek, Olivia hears the commotion and intervenes, chasing everyone away except Sebastian. Like Aguecheek, she mistakes him for Cesario (Viola). When she invites him to her house, the glow of love evident in her eyes, Sebastian trails along. In an instant he is in love. While he is in the garden, Olivia enters with a priest and proposes to him:
Blame not this haste of mine. If you mean well,
Now go with me and with this holy man
Into the chantry by: there, before him,
And underneath that consecrated roof,
Plight me the full assurance of your faith. (4.3.25-29)
Sebastian swears he will always be true to her.

Later Orsino and Viola (still disguised as Cesario) come to Olivia’s house just as the duke’s officers arrive with Antonio. Poor Viola. First, the sea captain who believes she is Sebastian accuses her of ingratitude for refusing to return his purse. Then Olivia, who arrives on the scene with attendants, announces that she has pledged to marry Sebastian (still believing that he is Viola/Cesario). When Sebastian enters, he is amazed that Viola resembles him, but notes that he never had a brother. How could this “man” look so much like him? Is he a relative? Viola tells him her father had a mole on his brow. Sebastian says his father also had such a mole. Then they realize to their great joy that they both survived the shipwreck, and the confusion ends.

Meanwhile, the duke becomes aware that he has loved Viola all along. When he begs her hand, she agrees to marry him in the same ceremony that will unite Sebastian and Olivia. Sir Toby Belch and Maria also decide to tie the knot. Everyone is happy. Everyone except Malvolio. Though he has gained his freedom, he remains a slave to his ego and declares, “I’ll be reveng’d on the whole pack of you” (5.1.339). He storms out and the duke sends an attendant to “pursue him and entreat him to a peace” (5.1.341). Feste sings a song to end the play.


The main character, Viola, suffers an internal conflict during most of the play. After disguising herself as a male and calling herself Cesario, she accepts employment as a servant of Duke Orsino and falls in love with him. However, because of her assumed identity, she cannot reveal her love for Orsino. Orsino, meanwhile, has a conflict of his own. He thinks he is in love with Olivia, but she continually rejects his attempts to woo her. Olivia, in turn, thinks she is in love Cesario (Viola), but Cesario rejects all of her overtures. Sir Andrew Aguecheek further complicates matters. He wants to marry Olivia but becomes jealous of Cesario/Viola when he mistakenly believes that Cesario's frequent visits to Olivia's indicate that the youth is a rival for Olivia's affections. Aguecheek challenges Cesario to a duel. Into this mix is thrown the conflict between stodgy Malvolio and Olivia's other employees—Maria, Feste, and Fabian—as well as Sir Toby Belch and Sir Andrew Aguecheek. They join forces to play an elaborate trick on the haughty steward that makes him a laughingstock.

Climax and Conclusion

The climax of Twelfth Night occurs when Viola and Sebastian reunite and their true identities become known to everyone. Their reunion sets up the conclusion (or denouement), in which preparations are made for the marriage of Viola to Orsino and Sebastian to Olivia. The conclusion also explains how the plotters against Malvolio carried out the prank that caused him to appear insane.


True Love Perceives the Soul

True love requires recognition of the noble inner qualities of the beloved as well as the outward qualities. Duke Orsino thinks he loves Olivia. But it soon becomes apparent that he loves her primarily for her beauty, not her nobility of soul. In other words, he is infatuated with her looks and charm. However, he gradually falls in love with Viola after her inner qualities emerge while she is disguised as a man. His love for her will become complete when she doffs her disguise and reveals that she is a beautiful woman. Olivia's love for Sebastian evolves in a similar way. She begins by admiring Sebastian's noble qualities as mirrored by his twin sister Viola, disguised as the male messenger Cesario. But her love is incomplete until Sebastian arrives with the same noble qualities of Viola—but in a male body.

Carpe Diem (Seize the Day)

Feste chides his employer, Olivia, for continuing to mourn for her brother long after he is dead. He realizes that one of the main purposes of life is to live. One should seize the day and make the most of it. In a song he sings for Sir Toby Belch and Sir Andrew Aguecheek, he sums up his philosophy:
What is love? 'tis not hereafter;
Present mirth hath present laughter;
What's to come is still unsure:
In delay there lies no plenty;
Then come kiss me, sweet and twenty,
Youth's a stuff will not endure. (2.3.23)
The Somber Spirit of Puritanism

Priggish Malvolio becomes the brunt of a practical joke after he attempts to interdict the merriment of Feste, Aguecheek, and Sir Toby Belch. It appears that Shakespeare intended to use Malvolio to satirize the somber spirit of Puritanism during the Elizabethan era. In fact, the characters in the play openly refer to him as a Puritan, as in this dialogue:
MARIA:  Marry, sir, sometimes he is a kind of Puritan.
SIR ANDREW:   O, if I thought that I'ld beat him like a dog!
SIR TOBY BELCH:  What, for being a Puritan? thy exquisite reason, dear knight?
SIR ANDREW:  I have no exquisite reason for't, but I have reason good enough.
MARIA:  The devil a Puritan that he is, or any thing constantly, but a time-pleaser; an affectioned ass, that cons state without book and utters it by great swarths [swaths]: the best persuaded of himself, so crammed, as he thinks, with excellencies, that it is his grounds of faith that all that look on him love him; and on that vice in him will my revenge find notable cause to work. (2.3.151-160)
Olivia's servant Fabian also bemoans Malvolio as a killjoy. After Sir Toby Belch asks Fabian whether he would enjoy shaming Malvolio in some way, Fabian replies, "I would exult, man: you know, he brought me out o'/ favour with my lady about a bear-baiting here" (2.5.6-7). (Bear-baiting—in which dogs attacked a bear tethered to a post—was a popular bloodsport in Shakespeare's London.) Aguecheek denounces Puritanism in general when he says, "I had as lief be a Brownist as a politician" (3.2.28). A Brownist was a follower of Robert Browne (1550-1633), a Puritan leader.


Deceit drives the plot of Twelfth Night, causing many mix-ups and much mischief before the curtain falls on the final act. Ironically, the most likable and upright character in the play, Viola, is also the chief dissembler. She foreshadows her own deceitful behavior when she tells a ship captain,
There is a fair behaviour in thee, captain;    
And though that nature with a beauteous wall    
Doth oft close in pollution, yet of thee    
I will believe thou hast a mind that suits    
With this thy fair and outward character.  (1.2-51-55)
The key words here are "that nature with a beauteous wall / Doth oft close in pollution." In other words, a person with a beautiful face and body often harbors unvirtuous thoughts and intentions. Not long after making this observation, she decides to wear men's clothes to get a job and make her way in a man's world. When she accepts work as a page for Duke Orsino, she sets in motion a chain of events that mislead and confuse other characters. She is a good person at heart, of course, and does no serious harm to anyone. Nevertheless, she does wrong when continuing her deception and, to her credit, admits her wrongdoing--at least to herself--when she says, "Disguise, I see, thou art a wickedness" (2.2.18). Fortunately for the play's audience and readers, her deceit sets up a delightful play with twists and turns that continue all the way into the final act.

Other characters are also deceitful in one way or another as the play progresses. The duke, for example, deceives himself into believing that he loves Olivia just because she is beautiful. We learn at the end of the play that he loved Viola all along, not only because of her beauty but also because of her appealing inner qualities.

Malvolio deceives himself into believing that he is superior to others in intelligence, manners, and importance. His haughtiness prompts Maria and other servants, as well as Sir Toby Belch and Sir Andrew Aguecheek, to hatch a plot designed to expose his faults and embarrass him. Their snare is a deceitful letter that Maria writes. In it, she imitates the handwriting of Olivia, making it appear as if Olivia herself wrote it. Sir Toby tells her to pack the letter with "as many lies as will lie in thy sheet of paper." The co-conspirators place the letter on a walkway where Malvolio will find it. After he finds and reads it, it leads the proud steward to believe that Olivia is in love with him and urges him to take certain actions that will enable him to win her. These actions turn Malvolio into a laughingstock and brand him as a madman. Feste pretends to be a priest, Sir Topas, who has come to rid him of demons possessing him.

In another episode, Olivia sends Cesario/Viola a ring, pretending that the page left it behind after a visit. Olivia, smitten with love for Cesario, uses this little deception to make sure that Cesario will visit her again to return the ring.

Comic Ingredients of the Play

Shakespeare mixes Twelfth Night with a potpourri of ingredients to achieve his comic effect—a set of twins, some situation comedy, a dash of dramatic irony, a goodly dollop of romance, three boisterous merrymakers, and a puritanical sourpuss. Following is an explanation of how Shakespeare uses these ingredients:

The Twins

Viola and her brother, Sebastian, are twins—born about an hour apart—who survive a shipwreck. When they cannot find each other, each thinks the other may be dead. Then they go their separate ways, establishing two story lines that undergird plot surprises involving mistaken identities.

Situation Comedy

Viola complicates the plot after she disguises herself as a young man, calling herself Cesario, and obtains employment as a page with Duke Orsino. When she acts as a go-between to help the duke woo Olivia, Viola begins to fall in love with the duke while Olivia begins to fall in love with Viola, thinking “him” a handsome young fellow. Thus, the play takes on the characteristics of a modern situation comedy. Realizing her predicament, Viola says that

           My master loves her [Olivia] dearly;
And I, poor monster, fond as much on him;
And she, mistaken, seems to dote on me.
What will become of this? As I am man,
My state is desperate for my master's love;
As I am woman,—now alas the day!—
What thriftless sighs shall poor Olivia breathe!
O time! thou must untangle this, not I;
It is too hard a knot for me to untie! (2.2.24-32)

Dramatic Irony

Dramatic irony occurs when a character in a play, novel, film, or any other work is unaware of plot developments or background information known to the audience. In Twelfth Night, Shakespeare uses dramatic irony numerous times. A memorable example of it begins with line 23 in the second scene of Act 1, when Duke Orsino notices that Viola (disguised as Cesario) seems preoccupied. It is, of course, budding love for the duke that preoccupies her. Although she comes close to giving away her feelings, Orsino remains dumb to the cause of her distraction. Here is the dialogue in which they engage:

DUKE ORSINO:  My life upon't, young though thou art, thine eye
Hath stay'd upon some favour that it loves:
Hath it not, boy?
VIOLA:  A little, by your favour.
DUKE ORSINO: What kind of woman is't?
VIOLA: Of your complexion.
DUKE ORSINO: She is not worth thee, then. What years, i' faith?
VIOLA:  About your years, my lord. (2.4.23-30)
Another example of dramatic irony occurs when Olivia declares her love for the disguised Viola:
Cesario, by the roses of the spring,
By maidhood, honour, truth and every thing,
I love thee so, that, maugre [despite] all thy pride. (3.1.113-115)

The love bug bites not only Viola, Orsino, and Olivia but also Viola’s brother, Sebastian, along with Sir Toby Belch and Maria—and even priggish Malvolio. However, Malvolio is more in love with himself than with Olivia.

The Merrymakers and Malvolio

The adventures of Sir Toby Belch, Sir Andrew Aguecheek, and Feste the Fool provide rousing comic interludes between the other parts of the play. Especially delightful is the trick the threesome play on dour Malvolio—with the help of Maria—in which they convince him that Viola loves him. Malvolio helps make the play work; he is the gray cloud that blocks the sunlight and evokes cheers when he passes.

Figures of Speech

Following are examples of figures of speech in the play.

Alliteration: Repetition of the same consonant sound at the beginning of words or syllables
 She that hath a heart of that fine frame (1.1.32)

While one would wink (5.1.90)
(Note that one alliterates with while, would, and wink because it begins with a w sound.)

More matter for a  May morning. (3.4.80)

 It is something of my negligence, nothing of my purpose. (3.4.255-256)
Anaphora: Repetition of a word or group of words at the beginning of a phrase, clause, or sentence

I have one heart, one bosom, and one truth. (3.1.124)

Some are born great, some achieve greatness, and some have greatness thrust upon 'em. (5.1.144-145)

One face, one voice, one habit, and two persons,
A natural perspective, that is and is not!  (5.1.216-217)
Hyperbole: A gross exaggeration
He does smile his face into more lines than are in the new map with the augmentation of the Indies. (3.2.30)
Irony, Dramatic: See Above

Irony, Verbal: Saying the opposite of what is meant
Good night, Penthesilea. (2.3.177)
(Sir Toby Belch addresses Maria as Penthesilea, the queen of the Amazons in Greek mythology. Penthesilea was a tall, muscular woman. Maria is small in stature.)
If music be the food of love, play on;
Give me excess of it, that, surfeiting,
The appetite may sicken, and so die. (1.1.1-3)
(Comparison of music to food)

You are now sailed into the north of my lady’s opinion. (3.2.13)
(Comparison of the lady's opinion to a sea)

Souls and bodies hath he divorced three. (3.4.128)
(Comparison of killing to divorcing bodies and souls)

       I my brother know
Yet living in my glass (3.4.222-223)
(Viola compares her brother to the image she sees when she looks at herself in a mirror.)
Oxymoron: Use of words side by side that are contrary or opposite in meaning
This letter, being so excellently ignorant, will breed no terror in the youth. (3.4.99).
Paradox: Use of words that are contrary or opposite in meaning but not placed side by side
'Tis thought among the prudent he would quickly have the gift of a grave. (1.3.15)

Love’s night is noon. (3.1.114-115)
Simile: Comparison of unlike things using like, as, or than
                                           My desire,
More sharp than filed steel, did spur me forth (3.3.4-5)
(Comparison of the sharpness of desire or motivation to the sharpness of "filed steel")

You will hang like an icicle on a Dutchman's beard (3.2.28)
(Comparison of a person to an icicle)

This house is as dark as ignorance. (4.2.45)
(Comparison of the darkness of the house to the darkness of ignorance)

Imagery of Love

Because the plot of Twelfth Night centers on the theme of love, so does much of its imagery. But, of course, as Shakespeare has demonstrated in other plays—tragedies and histories as well as comedies—it is not always easy to discover whom one truly loves, let alone woo him or her successfully. Moreover, although love is pleasurable, it is often painfully pleasurable. In addition, although the object of one’s affection may be within earshot, he or she may be a world away emotionally. In Twelfth Night, Shakespeare’s imagery chronicles the blissful anguish of love, the ways which love conceals or reveals itself, and the giddy joy of capturing it heart and soul. Following are examples of imagery on the theme of love:

The Painful Pleasure of Love
If music be the food of love, play on;
Give me excess of it, that, surfeiting,
The appetite may sicken, and so die. (1.1 3-5)
(Duke Orsino speaks a paradox in saying that the sustainer of love, music, may become the destroyer of love.)

Come away, come away, death,
And in sad cypress let me be laid;
Fly away, fly away breath;
I am slain by a fair cruel maid. (2.4 55)
(Feste speaks a personification and an apostrophe when he addresses death, an alliteration with sad cypress, and an oxymoron with fair cruel maid.)

If ever thou shalt love,
In the sweet pangs of it remember me;
For such as I am all true lovers are,
Unstaid and skittish in all motions else,
Save in the constant image of the creature
That is beloved. (2.4.14-19)
(Duke Orsino uses an oxymoron—sweet pangs—when speaking of love.)
The Transparency of the Emotions
A murderous guilt shows not itself more soon
Than love that would seem hid: love’s night is noon. (3.1.114-115)
(Olivia speaks a paradox, saying that trying to hide feelings of love succeeds only in revealing them.)

She never told her love,
But let concealment, like a worm i’ the bud,
Feed on her damask cheek: she pined in thought,
And with a green and yellow melancholy
She sat like patience on a monument,
Smiling at grief. Was not this love indeed? (2.4.96-101)
(In a paradox, Viola says concealment of love reveals it. In similes, she compares concealment to a worm and patience to a monument. In a metaphor, she compares melancholy to an object that is green and yellow.)
Love Poem Foreshadowing a Happy Ending
O mistress mine! where are you roaming?
O! stay and hear; your true love’s coming,
That can sing both high and low:
Trip no further, pretty sweeting;
Journeys end in lovers meeting,
Every wise man’s son doth know. (2.3.20)
(Feste sings this poem, which has a rhyme scheme of aabccb. Note: roaming and coming constitute eye rhyme but not true rhyme.)


As in his other plays, Shakespeare uses direct references and allusions (indirect references to mythical, biblical, or historical persons, events, things, or ideas) in Twelfth Night. Following are examples of allusions and direct references in the play, as well as direct references to persons, places, things, or ideas.

Arion (1.2.17-19): Greek musician rescued by a dolphin after sailors stole his money and ordered him to jump overboard.
Candy  (5.1.55): Corruption of Candia, the official name of Crete in Shakespeare's time.
Bennet, Saint: Saint Benedict, a church in London.
Brownist (3.2.14): Follower of Robert Browne, a Puritan extremist who advocated separation from the Church of England and demanded freedom from government interference. He was jailed more than thirty times for his activities.
cockatrice (3.4.99): Serpent that could kill with the glare of its eyes.
Diana (1.4.31): Roman name for Artemis, virgin goddess of the moon and the hunt in Greek mythology.
diliculo surgere: (2.3.2) First two words of a Latin proverb: Diluculo surgere saluberrimum est (rising at dawn makes a man healthy).
Egyptian thief (5.1.121): Character in Aethiopica, by the ancient Greek writer Heliodorus. Thyamis, a robber, fell in love with an Ethiopian princess. When other robbers pursued him, he placed Chariclea in a dark cave where he kept treasure. The other robbers attacked. Believing he was about to die, Thyamis entered the cave to kill Chariclea so that no one else could have her. In the darkness, he killed the wrong woman.
Elysium (1.2.3): Paradise in classical mythology.
golden shaft (1.1.14): Arrow shot by the god of love in classical mythology. His Roman name was Cupid; his Greek name was Eros.
Gorboduc (4.2.7): A legendary king of Britain.
Jezebel (2.4.36): In the Old Testament, the wife of Ahab, king of Israel.
Jove (1.5.113): In Roman mythology, an alternate name for Jupiter, the king of the gods. His Greek name was Zeus.
Legion (3.4.85): Name of devils possessing a man in the New Testament (Mark 5:1-19).
Lethe (4.1.62): In classical mythology, the river of forgetfulness in Hades.
Mercury (1.5.83): In classical mythology, the Roman name for the messenger god. His Greek name was Hermes. He was associated with lying and deception.
metal of India (2.5.14): Gold.
Mistress Mall (1.3.127): Possibly a reference to a prostitute or another name for Mary.
Myrmidons: In classical mythology, warriors led in battle in the Trojan War by the Greek hero Achilles.
Noah (3.2.12): Biblical patriarch who constructed an ark to save himself and his family (Genesis 5:28 and 10:32).
Pandarus (3.1.51): In Greek mythology, a Lycian who takes part in the Trojan War. He acts as a go-between in a love affair between Trojans Troilus and Cressida. The English word panderer (procurer, pimp) is derived from the name Pandarus.
pavan (5.1.193): Slow dance popular at the court of sovereigns.
Penthesilea (2.4.156): In Greek mythology, the queen of the Amazons, a race of tall, warlike women. Sir Toby uses this name ironically to call attention to Maria's smallness.
Pythagoras (4.2.50): Greek mathematician and philosopher who believed in the transmigration of souls.
renegado (3.2.70): Christian who becomes a heathen.
Sir Topas (4.2.2): Comic protagonist in Geoffrey Chaucer's Rime of Sir Topas.
Sophy (2.5.181): A title of the king of Persia.
Tartar (2.5.92): Tartarus. In classical mythology, Tartarus was part of Hades (hell).
tray-trip (2.5.190): Dice game.
Vulcan (5.1.53): In classical mythology, the Roman name for the blacksmith god. His Greek name was Hephaestus.
westward ho (3.1.134): Cry of Thames River boatmen calling for passengers to Westminster.

Meanings of Characters' Names

The names of several characters appear to be metaphors or symbols. For example, Malvolio means bad desires or bad intentions. (The prefix Mal- means bad or evil, as in malicious; the suffix -volio means I wish or I desire, from the Latin volo.) Sir Toby Belch is a mug of beer given to burping. (A toby is a jug or mug resembling a fat man; a belch is an expulsion of gas from the mouth.) Feste is jolly, festive, celebrating the joy of the moment. Viola, who disguises herself as a man, is the name of a musical instrument with a deeper tone than a violin's—in other words, a more masculine tone.

One may fairly speculate that Sebastian is named after Saint Sebastian, who was ordered killed because he was Christian. However, after archers shot him with arrows and abandoned him, he remained alive and was nursed back to health. In Twelfth Night, Sebastian is presumed dead after a shipwreck but, like Saint Sebastian, survives. The name Aguecheek is a combination of ague, meaning fever, and cheek, meaning the fleshy side of the face. Thus, Sir Andrew Aguecheek is a wine-drinking, red-cheeked fellow. Olivia may represent the olive tree, famous for its exquisite beauty.

Writing Format

Shakespeare wrote Twelfth Night partly in prose, partly in unrhyming verse, and partly in rhyming verse.

Prose is the language of everyday conversation. It contains short and long lines and no intentional patterns of rhyme or rhythm. Verse consists of a series of lines of limited length (usually about ten syllables in Shakespeare's plays) and an intentional rhythmic pattern. Rhyming verse consists of a series of lines of limited length in which the last word or syllable of one line rhymes with the last word or syllable of another line. Sometimes rhyming verse often appears in the form of a poem. Following are examples of passages in prose, unrhyming verse, and rhyming verse.


MALVOLIO:  My masters, are you mad? or what are you? Have you no wit, manners, nor honesty, but to gabble like tinkers at this time of night? Do ye make an alehouse of my lady’s house, that ye squeak out your coziers’ catches without any mitigation or remorse of voice? Is there no respect of place, persons, nor time, in you?    
SIR TOBY:  We did keep time, sir, in our catches. Sneck up!            
MALVOLIO:  Sir Toby, I must be round with you. My lady bade me tell you, that, though she harbours you as her kinsman, she’s nothing allied to your disorders. If you can separate yourself and your misdemeanours, you are welcome to the house; if not, an [if]
SIR TOBY:  Farewell, dear heart, since I must needs be gone.    
MARIA:  Nay, good Sir Toby.    
FESTE:  His eyes do show his days are almost done.    
MALVOLIO:  Is ’t even so?  (2.3.44-50)
Comment: Notice that the lines are casual, like an everyday conversation, and that the line length varies considerably. For example, the first line of the passage has sixty words; the last line has four.

Unrhyming Verse
If music be the food of love, play on;    
Give me excess of it, that, surfeiting
The appetite may sicken, and so die.  
That strain again! it had a dying fall
O! it came o’er my ear like the sweet sound
That breathes upon a bank of violets. (1.3.8)    
Comment: Notice that the lines are of limited length. They contain a rhythmic pattern in which an unstressed syllable precedes a stressed syllable. Here is a graphic illustration of the pattern:
If MU sic BE the FOOD of LOVE, play ON;
Give ME ex CESS of IT, that SUR feit ING
the AP pe TITE may SICK en AND so DIE
that STRAIN a GAIN! it HAD a DY ing FALL
Rhyming Verse
Cesario, by the roses of the spring,          
By maidhood, honour, truth, and every thing,     
I love thee so, that, maugre [in spite of] all thy pride,     
Nor [neither] wit nor reason can my passion hide.     
Do not extort thy reasons from this clause,     
For that I woo, thou therefore hast no cause;           
But rather reason thus with reason fetter,     
Love sought is good, but giv’n unsought is better.
Vio.  By innocence I swear, and by my youth,     
I have one heart, one bosom, and one truth,     
And that no woman has; nor never none           
Shall mistress be of it, save I alone. (3.1.115-126)
Rhyming Poem
What is love? ’tis not hereafter;
Present mirth hath present laughter;
What’s to come is still unsure:
In delay there lies no plenty;
Then come kiss me, sweet and twenty,
Youth’s a stuff will not endure.
Comment: Notice the rhyming lines: 1 and 2, 3 and 6, and 4 and 5. Notice too that these lines, recited by Feste, constitute a unit that can stand alone as a poem.

Prose was used to present everyday conversation. In some instances, it suggested that the characters speaking it were of lesser rank than the characters speaking verse. However, occasionally, high-ranking characters also spoke in prose. Verse was an elegant, measured mode of communication usually used to express the thoughts of educated, high-ranking characters. Sometimes, though, low-ranking characters also spoke in verse. Poetry and rhyming verse were used to convey a profound truth or to enliven the dialogue, whether recited by a person of low or high rank.

Study Questions and Essay Topics

  1. Viola dons a male disguise to get a job. Do people today sometimes disguise themselves—figuratively or literally—to gain employment? What other extra measures do women sometimes take to succeed in male-dominated workplaces?
  2. Who is the most practical, level-headed character in the play? Explain your answer.
  3. Shakespeare pokes fun at the Puritans, represented by the character Malvolio. Who were the Puritans? What were their beliefs and their goals? When a person uses the word puritanical today, what does he or she usually mean?
  4. In what ways does Twelfth Night resemble a modern TV situation comedy?
  5. Write an essay describing how dramatic irony enhances the comic situations in Twelfth Night. Dramatic irony occurs when a character does not see or understand what is obvious to the audience.
Example of an MLA Citation for This Study Guide

Cummings, Michael J. “Twelfth Night, or What You Will: a Study Guide.” Shake Sphere: a Guide to the Complete Works of William Shakespeare. N.p., 2016. Web.

.......5 Feb. 2016. <>.

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Example of an APA Citation for This Study Guide

Cummings, M. (2013). "Twelfth Night, or What You Will: a Study Guide." Retrieved from