The curtain rises to show them lounging in bed together just before daybreak "Wie du warst! Wie du bist". Loud voices are soon heard outside, and the Marschallin has Octavian hide, believing that her husband has returned early from a hunting trip. She refuses as politely as possible and finally dismisses the "maid".
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Octavian hides quickly as a servant comes in with breakfast. Soon after he returns to bed, there is a clamour in the outer room. The Marschallin recognizes the voice as that of her overbearing and crude cousin, Baron Ochs. She tells Octavian to hide behind the screen and find some clothes.
Although he is a nobleman, he has little money, so he intends to marry the young rich bourgeois Sophie. According to tradition, he must find a well-born messenger to present a perfumed silver rose to the woman as a marriage proposal. As an Italian tenor sings an aria, Ochs attempts to bully a notary into writing out a marriage contract that will favour him greatly.
After everyone has left, the Marschallin reflects on her lost youth. Octavian returns, in his own clothing, and the Marschallin tells him that sometimes she gets up in the night and stops all the clocks so as to hold time in its place.
She declares that he will one day leave her for a younger woman, and he leaves in great distress. When she realizes that she has neglected to kiss him goodbye, she tries unsuccessfully to have him returned to her house.
The two young people promptly fall for each other. Ochs comes in, accompanied by his loutish entourage, and he treats Sophie patronizingly. His excessive confidence alienates Sophie, who declares that she will not have him. When Ochs tries to force the issue, Octavian angrily draws his sword. The scene ends with chaos. Act III In a private room at a seedy inn, the scene is set for a plan meant to humble the obnoxious Ochs.
His plans of seduction repeatedly run awry with continual interruptions by other conspirators; the ensuing pandemonium brings in the police. Next on the scene is the Marschallin. Faced with all the people he most wished to impress, Ochs grumpily rushes off.
They reflect upon their different perspectives on love. The Marschallin, with much bittersweet feeling, yields her place to the younger woman, and the trio becomes a duet for Sophie and Octavian.
Der Rosenkavalier Libretto