 Croesus leaves Eliates in charge, to the annoyance of Orsanes.Orsanes desires Elmira, who spurns him; he himself is desired by Clerida, but he spurns her, and Clerida is desired by Eliates, to whom she is indifferent.Croesus loses the ensuing battle and is captured by the Persians, who are about to put him to death when Atis, who is nearby, suddenly finds that he has the power of speech and shouts at his father's captors.