In Florence, the Duke does not understand why the French king is not sending aid. The French lords agree that the Duke's cause is just. Perhaps the theme of aloof non-involvement accounts for this short scene, though it also reflects Queen Elizabeth's policy of habitual indecision and temporizing, perhaps as applied to the strife in the Low Countries. Nevertheless, the lords expect more young Frenchmen will continue showing up: "I am sure the younger of our nature, / That surfeit on their ease, will day by day / Come here for physic" (III.i.17-19).
Lavatch claims to have lost interest in his former fiancée Isbel, now that he has been to court and is apparently spoiled by the exposure. His reference to a "young lord" having "sold a goodly manor for a song" (III.ii.3, 9) of course has Oxfordian resonances (Ogburn and Ogburn 422; Anderson 66). The Countess reads Bertram's letter which says, "I have wedded, not bedded her, and sworn to make the 'not' eternal" (III.ii.21-22). He has run off. One wonders if Oxford had written a similar letter to the Queen under similar circumstances (Ogburn and Ogburn 168). The Countess laments such rashness.
Some lords confirm the news and that the ne'er-do-well Parolles accompanies Bertram. Bertram has written to Helena: "When thou canst get the ring upon my finger, which never shall come off, and show me a child begotten by my body that I am father to, then call me husband; but in such a 'then' I write a 'never" (III.ii.57-60) -- "An E. Ver" (Clark 119). Helena almost takes Bertram's harsh vows as a riddle to be solved: "'Till I have no wife, I have nothing in France" (III.ii.75, 99) being the first, whereby she decides she'll leave France herself so that he might return and at least escape an enemy's bullet. "Come night, end day! / For with the dark, poor thief, I'll steal away" (III.ii.128-129).
Bertram pledges his service to the Duke of Florence: "Great Mars, I put myself into thy file; / Make me but like my thoughts, and I shall prove / A lover of thy drum, hater of love" (III.iii.9-11). His appointment to the rank of General of the Horse (III.iii.1) reflects autobiographically: "De Vere's enemies claimed that Oxford, while drunk, bragged of having been temporarily placed in command of a cavalry unit during a conflict between Florence and Genoa" (Farina 80).
Helena has sent the Countess a letter announcing her sudden pilgrimage to the shrine of St. James (III.iv.4). Why after journeying from France towards northwestern Spain she finds herself in Florence has been a geographical puzzle to many, explicable in that orthodox criticism has assumed she heads to the shrine of Saint Jaques in Santiago de Compostela, Spain (e.g., Asimov 603, Wells 240, Garber 621). But St. Jaques le Grand -- today called St. Martins le Grand -- and confirmed as her destination later (II.v.34), is near Florence, not in Spain (Clark 122; Anderson 100-101), and makes sense geographically.
"The religious imagery is unavoidable [III.iv.25f]: Helen [sic] is the necessary instrument of Bertram's moral salvation, just as she had been heaven's instrument in the King's physical salvation" (Wells 240-241).
The Countess wants Bertram informed of Helena's flight.
A widow of Florence, her daughter Diana, and others admire Bertram's exploits in the wars but a Mariana warns them of the "engines of lust" (III.v.19) as Bertram woos Diana through the "filthy officer" Parolles (III.v.17). Bertram is called "the young earl" (III.v.17-18), an anglicizing of the title "Count."
Helena arrives as a pilgrim and the women continue chatting about Bertram being married against his wishes and of the poor woman who has such "a detesting lord" (III.v.65). Regarding one of the young ladies, "the amorous Count solicits her / In the unlawful purpose" (III.v.69-70). They watch the men return from the battlefield (much like a scene in Troilus and Cressida), including Parolles, "That jack-an-apes with scarfs" (III.v.85). All the women plan to have dinner: Helena's voluntary treat.
Some lords try to convince Bertram that Parolles is worthless: "but to speak of him as my kinsman, he's a most notable coward, an infinite and endless liar, an hourly promise-breaker, the owner of no one good quality worthy your lordship's entertainment" (III.vi.8-12). Parolles has already been "smok'd" by Lafew (III.vi.103). Parolles is making a fuss over a drum lost in battle, something he exaggerates into a military disgrace. Garber explains how "the theft of virginity [is] like the theft of a drum" (Garber 629). As Parolles leaves saying ludicrously, "I love not many words" (III.vi.84), the lords lay a plot to reveal him, similar to some Henry IV, Part One material regarding Falstaff. Bertram asks one lord to help him woo Diana.
With acknowledgements that this is all pretty sleazy business, even if Bertram is Helena's husband, the widow accepts cash and consents to Helena's "bed-trick" scheme: since Bertram "Lays down his wanton siege before her beauty" (III.vii.18), Diana must be sure to get Bertram's ring from him and Helena will trade places with Diana. Note hints (III.vii.39f) of the musical Oxford (Ogburn and Ogburn 171). "'Ethics be damned!' seems to be Helena's attitude, so long as 'all ends well' and is just" (Carey 428). She goes so far to admit that this is "wicked meaning in a lawful deed, / And lawful meaning in a lawful act, / Where both not sin, and yet a sinful fact" (III.vii.45-47).
Critics and audiences generally wonder how Helena can be so devoted to a spoiled cad. Her bad judgment is often salvaged by thinking of Bertram as temporarily immature and redeemable. In this play, a woman seeks to lose her virginity through the bed trick, which is the opposite of Measure for Measure in which a woman arranges to preserve hers. A "most remarkable correspondence, however, is the so-called bed trick, ... reported to have happened to Oxford when he was twenty-four years old" (Whalen 105; cf. Anderson 145-146). Although this motif purportedly comes from folklore,
A memoir left by a retainer of one of Oxford's sons-in-law mentions in passing "the last great Earl of Oxford, whose lady was brought to his bed under the notion of his mistress and from such a virtuous deceit she [their daughter] is said to proceed." The retainer who left the memoir worked for Philip Herbert, earl of Montgomery, who was one of the two men to whom the First Folio was dedicated. (Whalen 105-106)