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Falstaff show up at the Ford house and starts to sweet talk Mistress Ford.
He's worried that her husband will show up, so Mistress Ford promises him that her husband's out bird hunting with his pals.
Then Mistress Page shows up (as planned) and Falstaff hides in the next room.
Mistress Page acts like she doesn't know Falstaff is hiding and pretend-warns her friend that Master Ford is on his way home to catch his wife cheating.
Mistress Ford is all "Oh, no! Falstaff is here. What are we going to do?!"
Falstaff wants to run away, but Mistress Page says that Ford's brothers are guarding the doors with pistols—there's no escape.
Falstaff refuses to climb back inside the stinky "buck-basket" and offers to hide in the oven.
Instead, the housewives convince Falstaff that he should put on a bunch of women's clothes and pretend to be the "fat woman of Brentford."
Brain Snack: Gillian of Brentford (aka "the old woman of Brentford") is a popular English folk figure who appears in a lot of comedies. She's most famous for leaving her friends "a score of farts" in her will (source).
Mistress Page declares that they'll teach Falstaff and Ford a lesson they won't soon forget. Then she utters the most famous lines in the play: "wives may be merry and yet honest, too." (Translation: Housewives can be fun-loving, practical jokers—and maybe even flirt a little—but that doesn't mean they're not faithful to their husbands.)
Ford bursts into the room like a maniac and screams at the servants to drop the "buck-basket."
While he riffles through the dirty laundry, his friends urge him to stop acting like a total psycho.
Mistress Ford sweetly tells her husband that her maid's aunt (the "old woman of Brentford") is visiting.
Ford flips out and screams that he's forbidden that old "witch" from entering his home. (Hmm. Starting to wonder why Ford hates women so much? Go to "Themes: Gender" for more on this.)
Falstaff comes down the stairs in his old woman disguise. (Think Tyler Perry as "Madea.")
Ford goes nuts, beats the "old woman," calls "her" a bunch of names, and chases "her" out the door.
Ford's friends don't know the "old woman" is actually Falstaff but they stand around and watch anyway. (This usually gets a big laugh from audiences but we have to confess that's we're a little freaked out when Ford beats up someone he thinks is an old lady.)
Mistress Page and Mistress Ford think it's hilarious that Falstaff was beaten "most pitifully," and they decide to 'fess us to their husbands.