The first reading of Chaucers the Knights Tale gives the readers the impression that the poem is about romance anddeals with courtly love: extremely polite love and full of respect, and portrays the conflict between the two knights Palamon and Arcite to gain Emely. But this is not the only meaning of the poem. There is another different meaning for the poem when it is put in its historical context. This paper argues that the deep meaning of the poem is Chaucers critique for the noble class and the sheer need to change the social order system in England in the fourteenth century.The paper examines also the representation of women in the poem, and proves that women are portrayed as passive and marginalized in the poem.