Summoned by the Fairy Queen, Iolanthe rises from the frog-
A cadre of the peers of the realm arrive. They are all smitten with Phyllis, and they have appealed to the Lord Chancellor to decide who will have her hand. The Lord Chancellor is hesitant to act upon his own regard for Phyllis passion due to his position as her guardian. The Lords send for Phyllis to choose one of their number, but she declares that she won't marry any of them, as virtue is found only in a "lowly" cottage. The peers are unhappy at her rejection and beg her not to scorn them simply because their blood is excessively blue. Strephon approaches the Lord Chancellor, pleading that Nature bids him marry Phyllis. But the Lord Chancellor wryly notes that Strephon has not presented sufficient evidence that Nature has interested herself in the matter. He refuses his consent to the marriage between Strephon and Phyllis.
Disappointed, Strephon calls on Iolanthe for help. She appears and promises to support
him in every way. Spying on the two, the peers — led by the brainless and stuffy
Earls Tolloller and Mountararat — together with Phyllis, see Iolanthe and Strephon
in a warm embrace. All three jump to the obvious conclusion, since the centuries-
The fairies have come to Westminster and tease the unhappy peers with the success
and pronouncements of MP Strephon. As the Fairy Queen threatened in Act I, Strephon
is advancing a bill to open the peerage to competitive examination. The peers ask
the fairies to stop Strephon's mischief, stating that the House of Peers is not susceptible
of any improvement. Although the fairies say that they cannot stop Strephon, they
have become very much attracted to the peers, whom they find handsome and delightful.
The fairy Queen is dismayed by this. Pointing to Private Willis of the First Grenadier
Guards, who is the sentry on duty, the Queen claims that she is able to subdue her
response to the effects of manly beauty.
"In friendship's name!"
Phyllis cannot decide which of the two selected peers, Tolloller or Mountararat, she ought to marry, and so she leaves the choice up to them. However, Tolloller tells Mountararat that his family's tradition would require the two Earls to duel to the death if the latter were to claim Phyllis. The two decide that their friendship is more important than love, and renounce their claims to her. Meanwhile, the Lord Chancellor has a nightmare due to his unrequited love for Phyllis. The two peers try to cheer him up. At their urging, the Lord Chancellor determines to make another effort to convince himself to award Phyllis to himself.
Although Strephon now leads both parties in Parliament, he is miserable at losing Phyllis. Seeing Phyllis, he finally explains to her that his mother is a fairy, which accounts for a good many things! Phyllis and Strephon ask Iolanthe to go to the Lord Chancellor and plead for him to allow their marriage, for "none can resist your fairy eloquence." Impossible, she replies, for the Lord Chancellor is her husband. The Lord Chancellor believes Iolanthe to have died childless, and she is bound not to "undeceive" him, under penalty of death. However, to save Strephon from losing his love, Iolanthe decides to present his case to the Lord Chancellor in disguise.
Although the Lord Chancellor is visibly moved by her appeal, which evokes the memory
of his lost wife, he declares that he himself will marry Phyllis. Dismayed, Iolanthe
desperately unveils, despite the warnings of the unseen Fairies, revealing that she
is his long-