Scene 1

Rosalind, as Ganymede, meets Orlando and shows her anger at his failure to keep their appointment that morning. Nonetheless, she tells him to pretend that she is his mistress and pay court to her. When she rejects him, he says that he will die without her, and although she asserts that no one has ever died of unrequited love, she agrees to marry him. 

They perform a mock wedding ceremony, with Celia officiating as the priest. However, Rosalind says she will be a jealous and shrewish wife. After Orlando has left, Celia argues that Rosalind is defaming women in her remarks to Orlando. 

Scene 2

Meanwhile, Jaques is talking to one of the other lords, who has just been successful in the hunt and killed a deer. They simulate a Roman triumph, celebrating the kill with a comic song.

Scene 3

As Rosalind is waiting for Orlando to return for another lesson in love, Silvius enters and gives her a letter from Phebe. Rosalind at first says that the letter is insulting, and she cannot understand why Phebe would write to her in this way. She accuses Silvius of having written it himself. However, when she reads the letter out loud to Silvius and Celia, it becomes clear that it is a love letter. Celia expresses pity for Silvius, since it is clear that Phebe is infatuated with Rosalind-as-Ganymede. Rosalind commands Silvius to tell Phebe that Ganymede will only listen to her protestations of love if she does the same for Silvius.

After Silvius has left, Oliver enters. He is looking for Ganymede, and, when he sees Rosalind, who answers to the description he has been given, presents her with a blood-stained napkin, which he says Orlando has sent her. Seeing her confusion, he explains that he was sleeping under a tree when Orlando, who was passing by, noticed him, and also saw a lion hiding in the bushes nearby. Despite his quarrel with Oliver, he saved his brother from the lion, and was wounded in the process. Moved to kindness by Orlando’s honorable conduct, Oliver treated Orlando’s wound as best he could, then came to find Ganymede so that he could give “him” the napkin and explain Orlando’s absence. 

Rosalind faints when she hears this news, a response which seems unmanly to Oliver. However, she convinces him that she was merely acting in character as Orlando’s pretended mistress and asks Oliver to tell him how realistically she fainted.