- Meanwhile, Surly's told Dame Pliant that he's not really a Spanish count and is busy ratting out Subtle and Face to the young widow.
- Surly proposes to her and she's says she'll think about it.
- Subtle and Face enter—they're clueless that Surly has been impersonating a Spanish count.
- Before we know it, Subtle tries to pick Surly's pockets, which earns him a punch in the mouth that knocks him down.
- When Surly reveals his identity and confronts the conmen, Face manages to sneak out of the room.
- Meanwhile, Surly continues to go off on Subtle.