Various people have assembled near Paris at the château of the young widowed Countess Madeleine and her brother, to celebrate the Countess’ birthday. They are the poet Olivier, the theatre director La Roche, and the composer Flamand, whose string sextet is being played in a room adjoining the salon. The young poet and composer are both in love with the Countess and feel that if she chooses to prefer “word” or “music”, she cannot help but select its personal representative as her next love. As the music ends, La Roche awakes. He says that he only appreciates Italian opera, with down-to-earth situations and beautiful women – such as the actress Clairon (an old love of Olivier’s), who has also been invited. The Count dislikes music and twits his sister about whether she prefers words or music, much to Olivier’s annoyance, but his absence allows the poet to declare his love. Flamand returns and plays his accompaniment; the Countess cannot decide which is better. La Roche takes Olivier off to supervise some cuts, and now Flamand has his chance to tell the Countess of his love for her. The Count re-enters, smitten with the charms of Clairon, and, with the return of the others, the Countess has chocolate served as a refreshment.

La Roche presents a small entertainment, consisting of a dancer and two Italian singers. Between the ballet and the singing there is a discussion of the merits of word or music.

The Count offers to accompany Clairon back to Paris, while the singers partake – to excess – of the refreshments.  The Countess asks La Roche what the entertainment (to be performed the next day) for her birthday will be. He says it will be in two parts. The first will be “The Birth of Pallas Athene” – an idea so amusing that it provokes sarcastic comments and general mirth. The second part will be a heroic drama, “The Destruction of Carthage,” which provokes scorn from Olivier and Flamand, and the ensemble builds to a grand climax. La Roche silences his detractors and defends himself and the art of stagecraft. He wins over the two, who agree to collaborate on an opera. They all then take leave of the Countess, and the stage for a moment is empty. The servants enter and comment on the events of the afternoon, then the Major-domo dismisses them to prepare for supper. As he is lighting the candles, Monsieur Taupe, the prompter, appears. He has fallen asleep and been left behind. The Major-domo says he will arrange for a coach. They leave, and the room is softly suffused in moonlight. The Countess re-appears, dressed for dinner. The Major-domo says that her brother has gone to Paris, and that Olivier will come the next morning at eleven to be told how the opera should end. The Countess is still undecided: she plays the sonnet, things of the attractions of each of the two – music and verse. She looks into the mirror and asks her reflection to decide. The Major-domo announces dinner and the Countess, still perplexed, curtsies toward her image and exits.

Strauss wished to end the opera with a question mark, but it would seem that in the great beauty and tranquility of the closing pages, and in the appearance of his favorite instrument, the French horn, at the very end, he and the Countess had consciously or unconsciously already arrived at an answer.