- Back at Duke Orsino's pad, Valentine gives props to "Cesario" (Viola in disguise) for making a name for "himself" in such a short time in the Duke's service.
- Viola (as "Cesario"), who has clearly spent a lot of time with Orsino in the past three days, asks Valentine if the Duke has mood swings.
- Just then, Orsino enters looking for "Cesario"—he wants his boy to trot on over to Olivia's place to chat her up for him. Orsino says that "Cesario" is the man for the job since "he" already knows how Orsino feels about Olivia (apparently they've had a heart-to-heart) and that "he" shouldn't take no for an answer if Olivia's servants try to shoo "him" away.
- "Cesario" is skeptical since it sounds like Olivia is really upset about her dead brother. Orsino tells "Cesario" to do whatever it takes to get the job done, even if he has to cause a big scene at Olivia's house.
- Okay, fine, agrees "Cesario," who asks what "he" is supposed to do if "he" actually makes it inside Olivia's pad.
- Duke Orsino seems to think that Olivia will be so moved by "Cesario's" youth and girlish beauty that she'll want to hook up with the Duke. Orsino then proceeds to describe "Cesario's" luscious ruby red lips and high pitched voice, all of which he believes will get Olivia in the mood for some lovin'.
- Viola (as "Cesario) agrees to do this but then she drops a bombshell on the audience: it's going to be brutal for her to be Orsino's wingman because she (Viola) is falling for the Duke. The situation stinks because she (Viola) wants to be the Duke's wife, but now she has to try to convince Olivia to marry the Duke.