Foible finds Millamant pacing about the living room, reciting poetry. Mrs. Fainall is there, too, watching Millamant. Foible informs Millamant that Mirabell has been waiting the last half hour to talk with her alone but Wishfort has ordered her to talk with Wilfull. Millamant says to tell Mirabell that she’s busy and that he should come again another time. Foible leaves. Millamant goes back to reciting verse in order to memorize a poem.
Millamant’s focus on the poem and dismissal of Mirabell can be seen as continuing her pattern of trying to remain distant and free, to focus on the things she cares about. Her focus on the poem also sets up a humorous situation in which the simple Willful will try to talk to Millamant who is focused on reading.
Foible comes back to say that Wilfull is coming. She asks if she should send Mirabell away. Millamant changes her mind and decides to see Mirabell. She tells Mrs. Fainall to entertain Wilfull so that she can focus on memorizing the poem. Mrs. Fainall, curtly, thanks her for giving her the opportunity to be a “proxy” in the situation with Wilfull but declines because she has business of her own to deal with.
Mrs. Fainall’s allegiance is to Mirabell, not Millamant. If anything, there is some tension in this scene because Mrs. Fainall sees Millamant as having taken her place as Mirabell’s love. This tension between the two women never goes anywhere, but does show another complication of love.