Touchstone tells Audrey to be patient for their marriage. William, who is Touchstone’s rival for Audrey’s love, enters. Touchstone interrogates William, proving himself to be more learned and therefore superior to the country boy, in his estimation. He then orders William to leave Audrey alone. William exits, and Corin enters to tell Touchstone that Ganymede and Aliena need him.

Oliver and an injured Orlando discuss Oliver’s newfound and overly hasty love for Aliena. Oliver says that he loves her so much, he will willingly give his money and estate to Orlando so that he can live with Aliena as a shepherd. Ganymede enters, pretending to be Rosalind, and Orlando tells Oliver to prepare for a wedding. Oliver exits.

Ganymede (as Rosalind) and Orlando discuss their ruse, but Orlando is sad that his brother will have a real wedding with Aliena. To comfort Orlando, Ganymede says that tomorrow at the wedding ceremony, he will cause the actual Rosalind to magically appear. Silvius and Phoebe then enter, and Ganymede again orders Phoebe to love Silvius instead of him. All the characters bemoan their troubles with love.