Mother Courage appears outside an officer's tent, complaining to a Clerk that the army has destroyed her merchandise and charged her with an illicit fine. She plans to file a complaint with the captain. The Clerk responds that she should be grateful they let her stay in business.
A Young Soldier enters, threatening the captain's murder. Apparently the captain has stolen his reward for rescuing the Colonel's horse, squandering it on food, drink, and whores. He is hungry and wants to eat. The Commander ordered the army into the fields the year previous, not thinking they would remain in the area. The soldiers ruined the crops, and famine has been the result.
An Older Soldier tries to calm the younger one. Courage tells him to quiet down, saying that the screamers never last long. His rage will not last. He wonders how much time it will take in the stocks before he realizes that he can bear with injustice. Suddenly the Clerk announces the captain's imminent arrival and orders the group to sit. They follow and Courage remarks that it is better to not rise again.
Courage then sings "The Song of the Great Capitulation." It tells of a proud man who joined the army and quickly came to submit to its discipline and ultimate capitulation. The soldier leaves and the Clerk informs Courage she can see the captain; she exits as well.
Two years have passed and the wagon crosses Poland, Moravia, Bavaria, Italy, and Bavaria again. In 1631, it stands in a war-ravaged village after Tilly's victory at Magdeburg. Mother Courage and Kattrin serve two soldiers at the counter. One wears a stolen women's fur coat. Victory marches play throughout the scene.
Courage demands that the men pay and they protest that their "humane" commander was bribed and only allowed one hour for plundering. The Chaplain staggers in and there is another family of peasants in the farmhouse. He needs linen, and an excited Kattrin tries to get her mother to fetch some. Courage refuses, as she has sold all her bandages and will not sacrifice her officer's shirts.