Hermia awakes from a terrible dream to find herself alone. In the heart of the forest, the fairies help their mistress Tytania to sleep. The woods, later the same night. Quince and his men meet to rehearse. There are several problems raised by the script, to all of which Bottom finds a solution.
Rehearsals eventually begin.
Puck, seeing them at work, decides to amuse himself by turning Bottom into an ass. At the sight of this strange transformation, the others run off, terrified. Bottom, left alone, sings out loud to keep his courage up. Bottom's singing wakes Tytania, who immediately falls in love with him. With the help of the fairies, she manages to coax him to bed.