The mechanicals have gathered in the woods to rehearse their play. As they discuss some concerns about how the audience will react to the play, Puck appears and spies on the rehearsal, invisible to the actors. They begin to rehearse, and Quince directs them to get in position, telling Bottom to hide in the bushes after his first lines. 

After delivering his lines, Bottom exits behind the bushes, as Quince told him to do. While he’s hidden from the other actors, Puck transforms Bottom’s head into the head of a donkey. When Bottom hears his cue to come back on stage, he reappears, unaware of his transformation, and delivers his next line.  Frightened by Bottom’s transformation, everybody scatters, including Bottom, who doesn’t understand what’s going on. 

Thinking the other actors are just trying to play a joke on him, Bottom begins to sing to show he’s unafraid. The singing wakes Titania, and she falls instantly in love, because of the potion Oberon put on her eyes. When a disbelieving Bottom tries to leave, Titania makes it clear that she’s not going to let him. She summons her fairies, and they introduce themselves to Bottom. Titania tells the fairies to bring her new crush to her bower, where they will attend to his needs, and they all leave.