Members of the troupe entertain one another while complaining that Baltimore is “Too Darn Hot.”

They take turns showing off their dance moves in the summer heat.

Back on-stage, the young newlyweds arrive home, and Petrucchio deprives his new bride of rest, water, and food, although Kate tries to grab a string of sausages before they are taken away.

A haberdasher arrives with finery for Kate, but Petrucchio snatches away a hat that Kate likes and declares it “lewd and filthy.”

Kate locks herself away from Petrucchio, who wonders, “Where Is the Life That Late I Led?”

Lilli's admirer, General Harrison Howell arrives.  After a rocky start, Fred and the General find that they share some opinions:  “Women should be struck regularly, like gongs.” (Noel Coward)

Lois reminds General Howell of their shared past romance in Hong Kong.  The General says he's about to marry Lilli, but gives Lois his card and invites her to contact him “after a decent interval, say, three months.”

Bill Calhoun overhears Lois and the General, and he feels betrayed that Lois has not been honest with him about her past.

Lois replies that she is “Always True to You in My Fashion.”

The General promises Lilli that “From This Moment On” they will be the happiest of couples.

Bill sings of his love for Lois with a poem to her Shakespearian role:  “Bianca.”

The troupe shares his joy.

There has been a reversal of fortunes in among gangsters' bosses:  Mr. Hogan's corpse is floating out in the Bay somewhere; Mr. Gumpy is now running the business.  So, the gangsters return Fred's $10,000 IOU and declare a moratorium on their mission to collect from him.

Fred makes one last attempt to reconcile with Lilli as she leaves him to join the General.

But Lilli walks out and leaves Fred. He sadly reprises “So in Love.”

Attempting to exit the theater, the gangsters find themselves trapped in front of the curtain with a live audience watching.

They make the best of the situation, improvising a soft shoe number:  “Brush Up Your Shakespeare.”

Back at Baptista's house in Padua, the guests dance a Pavane to celebrate Bianca and Lucentio's wedding.

“Where is Katherine?” Baptista wonders.  In defeat, Petrucchio admits, that “She will not come.”

To the surprise of all, Katherine appears (Lilli has returned to Fred) and sings, “I Am Ashamed That Women Are So Simple.”

Delighted, Petrucchio takes to his knees and kisses Kate's hand.

Fred reprises “Kiss Me, Kate,” and this time she does!

A cast portrait.