The Garrick Club. In order to set up Ford’s revenge plot Bardolfo and Pistola reappear at Falstaff’s feet in his member’s club, feigning pertinence. Mistress Quickly then appears having managed to elicit an invitation to the male only members club. Quickly hastily informs Falstaff that both Alice and Meg are madly in love with him. She explains that it will be easier to seduce Alice though rather than Meg, as her husband is consistently out of the house every afternoon between two and three. Falstaff delights in this news and joyfully anticipates his seduction of Alice.
After she departs Bardolfo appears and announces that there is another visitor waiting to see him called “Mister Brook” (Ford in disguise). Falstaff agrees to see the mystery visitor due to the fact that this visitor has seemingly arrived laden with gifts. To Falstaff’s surprise “Brook” offers him wine and money if he will agree to seduce Alice Ford. He explains that he has long been in love with the lady, but to no avail. He lavishes compliments upon Falstaff and fluffs his ego by telling him that Falstaff is a more experienced suitor and thinks that she would be more likely to fall a second time and accept “Brook.” Falstaff agrees to the plan, telling his surprised new friend that he already has a rendezvous planned with Alice that very afternoon. Falstaff departs taking with him the bag of money that “Brook” had offered in exchange for Falstaff’s attempted seduction of Alice. As Falstaff leaves to prepare himself, Ford gives way to a jealous rage. Just as he is about to tear the club down Falstaff returns, dressed in new clothes that have already been purchased with Ford’s money in order to help him seduce Alice.
The two men exchange false compliments before leaving together.
Alice and Meg are preparing for Falstaff’s visit by setting up a lavish banqueting setting. Mistress Quickly arrives to join the group in their jovial trickery. However, they become distracted when a tearful Nannetta cries to her mother that her father is insisting on her marrying Dr. Caius. Alice swiftly reassures her daughter and tells her not to worry. The women retreat as three o'clock draws nigh and Falstaff is heard in the distance.
Falstaff arrives and begins his seduction of Alice, nostalgically boasting of his aristocratic youth as a page to the Duke of Norfolk. When his stories do not lead to Alice leaping directly into his arms Falstaff becomes increasingly amorous. However, at the point where he is on the brink of becoming forceful, Meg Page interrupts the meetings, as planned, to announce (in jest) that Ford is approaching. Yet at that point Mistress Quickly bursts in in a genuine panic to inform Alice that Ford is actually on his way, and in a jealous temper. As Ford rushes in with a group of friends, the terrified Falstaff seeks a hiding place, eventually ending up climbing into a large laundry basket. Taking advantage of the commotion and everyone else’s distraction Fenton and Nannetta also hide under the table in order to capture another private moment for themselves. Ford and his companions continue to ransack the house until Dr. Caius and Ford hear the sound of kissing coming from under the dining table. Both men are convinced that the kissing couple are Alice and Falstaff, but it is actually Nannetta and Fenton, which only serves to anger Ford further.
Whilst Ford argues with Fenton, Alice instructs her caterers to empty the laundry basket out of the window. To everyone’s enjoyment, Falstaff gets his comeuppance and is thrown into the River Thames.