When the scene opens, Audrey is fretting about her postponed marriage; "Faith, the priest [Oliver Martext] was good enough," she whines, but Touchstone changes the subject by mentioning a youth "here in the forest" who has claimed Audrey as his own. This rustic character, William, now appears, and in answer to Touchstone's question "Art thou wise?" he replies, "Ay, Sir, I have a pretty wit." To this, Touchstone responds by quoting a saying beginning "The fool doth think he is wise." Thus, Touchstone quickly reduces William to a state of stupefaction. William meekly goes away, and Corin arrives with word that Touchstone is wanted by Aliena and Ganymede.
Note that in this scene, Touchstone, in addressing William, uses the condescending pronoun "thou," while William uses the more respectful pronoun "you." Here, William, like Audrey and Corin, is used by Shakespeare to contrast the real country characters with the pastoral lovers, Silvius and Phebe. Characteristic of real country people, we see, is an inability to easily express themselves. The longest sentence used by William, for example, contains six words, and most of his sentences are three to four words in length. As an additional dramatic point, one should realize that in this encounter, William takes the remarks of Touchstone quite seriously, even though he doesn't fully comprehend them. In addition, Audrey also has trouble following Touchstone's wit, for she is just as simple as William is. However, at the beginning of the scene, Audrey does realize that it will be no easy matter to get Touchstone before the altar.