Belvile, Frederick, and Willmore enter, the first two now in masks and costumes, and Willmore holding a mask. Willmore asks why they should wear masks, and Belvile explains, “Because whatever extravagances we commit in these faces, our own may not be obliged to answer ’em” (25). Willmore is reluctant to wear a full disguise because Hellena might not recognize him. He grumbles that he is unable to stop thinking about her, and that a “person of quality” who obviously is not available for casual sex should not flirt in the first place. Willmore has decided to focus his energies on Angellica, but she is not available yet.

Blunt enters, swooning about the woman he met and willing to sell everything he owns in Essex to stay in Naples and be with her. Blunt is offended when his friends insinuate that she is a sex worker, insisting that she is a person of quality who gave him a gift rather than expecting gifts. Frederick tells Blunt to return their purses so that they will not risk losing all their money to Blunt’s “person of quality” (27). Blunt offers to hand his purse over too to show his faith in the woman, but Frederick tells him to keep it so they can mock him when she tricks him out of it.