In a very long flashback, Raphael tells Adam (Eve is sometimes there and sometimes doing her housework) what happened before he was created. He tells the story for a reason: he wants to warn Adam against Satan, who, he feels sure, has some evil design in coming to earth.

Satan was originally called Lucifer and was one of the highest angels in the heavenly host. On the occasion of the Great Year, which comes every 36,000 years, God proclaims his Son equal to him. Lucifer's pride is so hurt that he draws away one-third of the angels with him into the North, where they prepare to fight a war against God. One of the number, Abdiel, is appalled at Satan's rebellion and refuses to be part of it. He runs back to the Mount of God, where he finds that the faithful angels already know about the rebellion and are preparing for war.

The War in Heaven lasts three days. On the first day, the rebel angels don't do well. They experience pain for the first time, although their wounds are never fatal because they are immortal. On the second day, they bring out cannons which they have built overnight and introduce gunpowder into Heaven. At first the heavenly host is bowled over, but they recover and throw hills and mountains as if they were snowballs.

On the third day God sends out his Son in his war chariot. It is soon over: the angels are driven over the edge of Heaven into Hell. That brings us back to the point where the poem began.

The next morning Eve suggests that they should work separately in order to get more gardening done. Adam reluctantly allows this, despite his misgivings. In the form of a serpent, Satan tempts Eve to eat fruit from the Tree of Knowledge, using the argument that he, a beast, received the gift of speech after eating it and God hasn't killed him. She finally eats the fruit and then persuades Adam to eat some as well. Because he loves her so much and does not want to be parted from her, he eats it.

The Fall has happened. Adam and Eve copulate like beasts and fall asleep like drunkards. When they awaken they realize for the first time that they are naked, and they begin to quarrel, furiously reproaching each other.

The universe reacts with groans to the dreadful event. God sends down the Son to judge Adam and Eve. Their happiness and immortality are taken from them. Adam must work and Eve must suffer the pain of childbirth, and both must die. The serpent will be punished by always being the enemy of man.

Satan begins his return journey in what he thinks is triumph. At the top of the World he meets Sin and Death, who have built a road leading from the gate of Hell to the World. Satan joyfully shows them their prey, waiting for them down on earth. He returns to Pandemonium, where the fallen angels are waiting for him in council. He announces his triumph, but they all immediately become snakes and the entire hall is filled with hissing. Although they eventually regain their shape, they must each year become snakes for a time to remind them that Satan became a snake to deceive man.

As Sin and Death move into their new quarters, drooling at the thought of feasts to come, God causes the angels to make the World as it is now-with extremes of weather, seasons, and bad planetary influences. Surveying the wreck of the beautiful World they have known, Adam and Eve throw themselves on God's mercy.

He responds to their prayers and the Son's pleas for them by agreeing that Death shall not strike them immediately, but they must leave the Garden of Paradise. Michael, the warrior archangel, is sent down to escort them out of Paradise into Eden and to leave a guard on the gate so that no one can enter.

But Michael gives them some comfort. He shows Adam what is to happen in the generations following, including Noah's flood, the descent into Egypt, the coming into the Promised Land, and the incarnation of God as Jesus Christ. Adam is greatly encouraged when he realizes that the great blessing of Christ and the gift of the Holy Spirit are possible for man only because of what he did. His sin is a "happy fault," since ultimately it will bring so much good to man.

Calmer but apprehensive, Adam and Eve leave the Garden of Paradise. As they walk away, they look back to see the fiery weapons of the angels guarding the gate. They look forward to their new life.

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