Sir Toby, Sir Andrew, and Fabian (another of Olivia's servants) have agreed to meet in Olivia's garden, and as the scene begins, the three men enter, Sir Toby urging Fabian on. But Fabian, as we quickly realize, needs no urging; he is more than anxious to relish every minute of their plan to make a fool of Malvolio. Like Sir Toby and Sir Andrew, Fabian has his own quarrel with the prudish, sharp-tongued Malvolio. It seems that Malvolio reported to Olivia that Fabian was "bear-baiting," a popular (if cruel) Elizabethan sport and one which Fabian enjoys. Sir Toby predicts that very soon Malvolio will be the "bear," for the bait will soon be set. They do not have long to wait, for, as Sir Toby points out, "Here comes the little villain."
Before Malvolio comes onstage, however, Maria rushes in and makes sure that they are all well concealed in a "box-tree" (a long hedge trimmed to look like a box). Satisfied, she puts the forged love letter in the garden path, where Malvolio will be sure to find it. "The trout" (Malvolio), she vows, will be caught with "tickling" (having his vanity tickled).
When Malvolio enters, he is greedily weighing the possibility that Olivia may be falling in love with him. Maria herself, he says, confirmed such a notion, and he himself has heard Olivia say that if ever she should choose a husband, that man would be someone very much like Malvolio; also, Malvolio believes that Olivia treats him with more respect than she does any of her other suitors. The thought of Malvolio's being "Count Malvolio" overwhelms him. He conjures up visions of himself — married to Olivia for three months and lovingly letting her sleep in the morning while he, robed in a "velvet gown," rises from the bed and calls his officers to him. He imagines himself reminding his officers to remember their place. Then he would call for his "Cousin Toby," and while he is waiting, he would "frown the while," and toy with his watch or with "some rich jewel." He envisions Sir Toby approaching, curtsying and quaking, as Malvolio reminds him that because "fortune" has given Malvolio "this prerogative of speech," he will austerely command his "kinsman" to "amend [his] drunkenness." He will also inform Sir Toby that he "wastes the treasure of . . . time with a foolish knight" — a contemptuous slur at Sir Andrew.
At this point, Malvolio spies the "love note." He reads it and is absolutely convinced that it was written by Olivia. The script and the phraseology are Olivia's, and the note also has her stamp that she uses for sealing letters. As he reads the poem of love, Malvolio ponders over its mystery. Olivia confesses that only "Jove knows" whom she truly loves; her lips cannot say and "no man must know." The first stanza is unclear, but Malvolio finds hope in the second stanza that it is indeed he whom Olivia loves, for she writes that she "may command where I adore." Surely she refers to him; he is her steward and is at her command. He reads on and finds that the author of the poem says that because she cannot speak the name of her beloved, that "silence, like a Lucrece knife / With bloodless stroke my heart doth gore." Such passion thrills Malvolio, but his emotions are stilled by the poem's puzzling last line: "M, O, A, I, doth sway my life." He reasons that "M" could stand for "Malvolio," but it should logically be followed by "A," and not by "O." And what of the "I" at the end? Yet the letters could feasibly be pieces of an anagram of his name because his name does contain all those letters, albeit in a different sequence.
Then enclosed with the poem, Malvolio discovers a prose letter, which he reads aloud. The author of the letter says that if this letter should, by accident, "fall into [her beloved's] hand," he should be aware that the woman who loves him is, because of the stars (fate) "above" him (meaning that she is socially superior to him), but she begs him not to fear her "greatness." She then states words that have been much-quoted ever since: ". . . some are born great, some achieve greatness, and some have greatness thrust upon 'em." Maria, despite being a mere maid, has done a masterful job of composing exquisite, apologetic modesty, coupled with the tenderness of a love that cannot speak its name.
The author of the love letter continues: Fate beckons to her beloved; he is urged to cast off his usual garments and, instead, he is "commended" to wear yellow stockings, cross-gartered. And, in addition, he should be more "surly with servants"; his tongue should have a "tang." If he does not do all of these things, he will be thought of as no more than a "steward still" and "not worthy to touch Fortune's fingers." The note is signed with a popular Elizabethan lover's device — an oxymoron: "The Fortunate Unhappy." The incongruity of combining one mood with its opposite was considered the epitome of epigrammatic wit.
Malvolio is exultant after reading the letter. He vows, as he was "commended," to be proud and to baffle Sir Toby. To him, there can be no doubt that Olivia wrote the love letter, and if she desires him to wear "yellow stockings . . . cross-gartered," then yellow stockinged and cross-gartered he shall be. His joy is so rapturous that he almost overlooks a postscript: the author is sure that her beloved, if he finds her letter, will recognize himself as her heart's secret treasure; if so, he is to acknowledge his own affection. He is to smile; she repeats the command three times: he is to smile and smile and smile. In other words, Maria is going to make the usually sober and uppity Malvolio look like a grinning fool.
Malvolio exits, and Sir Toby, Sir Andrew, and Fabian emerge from the hedge, just as Maria enters. They are all in excellent spirits. Sir Toby is prepared to marry Maria for her cleverness; he even offers to lie under her and allow her to put her foot upon his neck in the classical position of the victor and the vanquished. She has succeeded beyond all their expectations. Maria says that they won't have long to wait to see the results of their prank. Malvolio is sure to try to see Olivia as soon as possible, and, Maria says, Olivia detests yellow stockings, and cross-garters are a fashion which Olivia abhors; in addition, Olivia is usually so melancholy about the fact that she cannot choose a husband for herself that Malvolio's endless smiling will drive her into a fury. So off the pranksters go, arm in arm, eagerly anticipating their comic revenge on the officious Malvolio.
In contrast to the romantic plot of the preceding scene, we return now to the comic subplot focusing on the duping of Malvolio. This gulling of Malvolio is one of the most comic scenes in the entire play. Sir Toby and Sir Andrew are joined by a new character, Fabian, who has been the victim of Malvolio's sanctimoniousness when he protested to the Lady Olivia that Fabian was involved in the cruel game of "bear baiting," a form of sport in which dogs barked and snapped at a bear chained to a post. As a moral puritan, Malvolio had reported Fabian for "bear baiting" because Olivia disapproved of this cruel sport. Now, however, they hope that this "niggardly rascally sheep-biter" will soon come along, and they will make Malvolio into the "bear" and will "bait" (tease) him.
They intend to fool him "black and blue." Yet, there is no genuine malevolence in their actions. They resent Malvolio's lack of human sympathy and his puritanical arrogance towards them, and furthermore they will use his own arrogant and egotistical nature to play the trick upon him. If he weren't so self-centered and egotistical, it would be impossible to play this trick upon him. Because of this, we find it difficult to sympathize with Malvolio. At this point, Malvolio is like a man who looks down the wrong end of a telescope and sees everything in the world as being diminished in stature.
When Malvolio opens the letter, he thinks that he recognizes Olivia's handwriting; we know, of course, that it is Maria's handwriting. As Malvolio recognizes certain letters, he mouths them aloud; this is a superb comic example of "echo comedy." All through the scene, as Malvolio tries to decipher the letter, the characters in the box-elder hedge continue to make humorous and derogatory remarks. When Malvolio reads in the letter, "If this fall into thy hand, revolve," he turns around on the stage, evoking roars of laughter from those in the box-hedge.
The instructions in the letter will be the source of future comedy; we should remember that Maria conceived the letter knowing full well Lady Olivia's likes and dislikes. Malvolio is instructed to be surly and distant to the servants, and especially to Olivia's uncle, Sir Toby. Moreover, Malvolio is to wear yellow stockings, an old fashioned symbol of jealousy, already a laughable joke and also a symbol of a low-class serving person; in addition, yellow is a color that Maria knows that the Lady Olivia detests. Malvolio is also to wear the stockings "cross gartered" — that is, he is to wear the garters both above and below the knee, making a cross behind, another custom practiced only by the lowest menials. The irony is that when Malvolio is dressed in this outrageous garb, he hopes to woo a countess! Furthermore, he is to smile continuously at Olivia, and Maria knows that Olivia cannot countenance smiles because she is in "mourning." This is doubly ironic because Malvolio has never smiled before; now he will walk around with a foolish smile constantly upon his face.
As a final note, the duping is so perfect that Sir Toby says of Maria: "I could marry this wench for this device" — that is, because of her plan for the duping. When Maria returns, she tells the others to wait until Malvolio first appears before Olivia. He will wear and do everything Olivia detests, and Malvolio's smiling will be so unsuitable to her melancholy disposition that she will probably have him sent away. The comedy lies in the audience's anticipation of this forthcoming scene.