In front of a tavern on a London street, Hostess Quickly tells her husband, Pistol, that she wants to accompany him to Staines on his way to Southampton. Pistol says no; they (Pistol, Bardolph, and Nym) are mourning Falstaff's death. Hostess Quickly describes for them the death of Sir John Falstaff, whom she attended until the end, and as they make ready to leave for Southampton, Pistol gives Hostess Quickly advice about running the inn. Then he kisses her, as does Bardolph, but Nym refuses. She bids them all adieu.
The main purpose of Scene Three is to announce the death of Sir John Falstaff, and the manner of that announcement by Hostess Quickly contains as much humane feelings from these comic characters as we are to find from them in the entire play. We should remember from the earlier plays that Hostess Quickly did have a strong admiration for the marvelous fat knight. Her misused words and phrases are comically absurd, but they nevertheless possess a charm that is missing in the rest of the drama that concerns them.
Once Sir John's death is announced, Pistol expresses the common concern for greed and gain which the lower characters in this play have and their decision to join their king:
Come, let's away. . . .
Yoke-fellows in arms
Let us to France; like horse-leeches, my boys,
To suck, to suck, the very blood to suck! (49-58)
As noted earlier, the low characters will now function mainly as looters or bloodsuckers.