Since Rudolf would be executed at the first sign of a rescue attempt, she proposes that one man swim the moat and hold off his would-be assassins, while loyal troops storm the castle. Antoinette de Mauban (Greer), Michael's jealous French mistress, reveals that the king is being held in Michael's castle near Zenda and promises to help rescue him. To be king, Michael must marry his cousin Flavia. Fortunately, Michael cannot denounce the masquerade without incriminating himself. Rassendyll is forced to continue the impersonation while Zapt searches for Rudolf. With the coronation accomplished, Rassendyll returns to resume his real identity, only to find the king has been kidnapped by Rupert of Hentzau (Mason), Michael's charmingly amoral henchman.
As they spend time together, they begin to fall in love. She had always disliked her cousin Rudolf, but now finds him greatly changed, very much for the better. Rassendyll meets Rudolf's betrothed, Princess Flavia (Kerr). Zapt is able to convince a reluctant Rassendyll to impersonate Rudolf for the ceremony. It is revealed that Michael is bitter that, because his mother was not of royal blood, the younger Rudolf is the heir to the kingdom. Rudolf cannot be awakened, and if he cannot attend his coronation that day, Michael will try to assume the throne as Regent. The next morning brings a disastrous discovery: the wine was drugged. Rudolf is particularly delighted with a bottle of wine, so he drinks it all himself, and he soon passes out. They celebrate their acquaintance by drinking late into the night.
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