- Back at Petruchio's country house, Kate begs Grumio to make her something to eat because she's starving, sleep deprived, and has been verbally abused by Petruchio.
- Grumio taunts Kate with tasty treats like ox foot and tripe (animal entrails) but ends up offering only mustard. Kate beats him and calls him a jerk.
- Petruchio and Hortensio show up with a plate full of meat but, when Petruchio sees that Kate is upset, he uses it as an excuse not to feed her. He orders the meat taken away until Kate apologizes for being ungrateful.
- Hortensio sticks up for Kate and Petruchio whispers in his ear to eat all the meat so Kate can't get any. (Note: we assume Hortensio complies since he's there to learn how to tame an unruly wife.)
- Petruchio announces that they'll get dressed up in custom-made outfits and travel to Padua for Bianca's wedding.
- The Haberdasher (a hat maker) and the Tailor enter and Petruchio yells at them and kicks them out after inspecting their so-called shoddy workmanship. Kate likes the clothes but Petruchio insists they wear old rags to the wedding. He whispers to Hortensio to run after the tailor and pay him for his work.
- Petruchio delivers a long speech about how clothes aren't important and says things that amount to "It's what's on the inside that really counts – we should just go to the wedding and have a good time."
- Petruchio then announces that it is 7am, so if they leave now they will arrive in Padua by noon. Kate points out that it's almost 2pm and they won't get there until close to 6 pm. Petruchio insists that it is whatever time he says and, unless Kate agrees, they're not going anywhere.
- Hortensio admires Petruchio and thinks that he's the ultimate shrew-taming champion.