Asia and Panthea travel through a gloomy forest interspersed with caves and boulders. Two fauns are resting on a nearby rock and the sea nymphs hear a chorus of spirits. The spirits describe the shady vale around them and tell Panthea and Asia that the sun never reaches this part of the forest and that the nightingales are always singing here. The air is full of soft music, which, “by Demogorgon’s mighty law,” leads spirits through this secret glade to the “fatal mountain.”
Fauns are common characters in classical mythology and pastoral poetry, which centers around idealized descriptions of rural life in the paradise of Arcadia. Fauns live in enchanted forests or pastures, which contain nature spirits and nymphs. The gloom of the forest suggests that Panthea and Asia are approaching the realm of night or the abyss where the Demogorgon lives. Nightingales sing in the glade because they are birds that sing at night and are associated with sleep, dreams, and darkness.
The fauns discuss the spirits, commenting that, although they often hear them, they never see them and do not know where the voices come from. One faun says that spirits live in water-flowers that grow at the “bottom of lakes and pools” and send up bubbles. The other comments that if these flowers contain spirits then perhaps other things in nature also contain life. The fauns hurry away to listen to their shepherd telling tales of “fate, and chance, and God, and Chaos old, and love.”
Shelley suggests that, although the natural world may not look alive to humans, this does not mean that spirits do not live inside natural things. This is a reference to the pantheism that was popular among Shelley and his Romantic contemporaries. Shelley suggests that mysterious aspects of nature, such as flowers that grow underwater, may have spiritual or supernatural explanations rather than scientific ones. The fauns’ description of their shepherd aligns the scene with classical pastoral literature.