Knocking is heard off stage left and the Woman, who is still laughing, enters with Willy behind her. Sensuous music accompanies their entrance. Willy talks to his mistress as they dress and someone knocks on the door. Willy won't answer the door, and he starts worrying because the person at the door won't go away. He sends the Woman into the bathroom to hide while he gets rid of whoever it is at the door. He takes a few steps away from her and she disappears into the wing while he opens the door. The music stops as young Biff stands there, distraught over failing math. Biff suggests that Willy can go talk to his math teacher and convince him to give Biff the four points he needs to graduate. Biff is sure that if his teacher sees what kind of man Willy is, he'll give Biff the points to graduate.
Biff explains that the teacher didn't like him because one day Biff was making fun of him before class and the teacher caught him. Willy is proud of Biff because the other kids thought his imitation was funny, and Biff shows Willy the impression he did, talking with a lisp, and the Woman offstage laughs loud enough for Biff to hear her. Willy tries to play it off like it came from next door, but the Woman enters, still laughing. Willy makes up a story about her room being painted so she had to shower in his room, and he tries to push her offstage, but she won't leave until Willy gives her the stockings he promised her. After she leaves, Willy tries to convince Biff that the story about her room being painted is true, but Biff doesn't buy it. He cries because Willy gave her the stockings that Linda was supposed to have. Willy keeps trying to downplay it and to change the subject. He promises to see Biff's teacher the next day, but Biff has changed his mind. Biff says that he won't go to the University of Virginia and his teacher wouldn't listen to Willy anyway because Willy is a fake. Biff leaves crying and Willy is left alone.
