The next morning, Anne goes to visit Mrs. Smith and tell her all about the concert. Mrs. Smith, having already heard a version of last night's events from one of the maids, is anxious to hear Anne's description as well. Mrs. Smith believes Anne to be in love with Mr. Elliot and she asks Anne if he has ever mentioned her in conversation. Anne tries to set Mrs. Smith straight; she reassures her that she has no interest at all in marrying her cousin. Mrs. Smith thinks that because their marriage would be so appropriate, everyone must be persuading Anne towards that end.
Mrs. Smith tells Anne the story of her acquaintance with Mr. Elliot. She considers him to be a man "without a heart or a conscience a cold-blooded being." In the past, he had been the good friend of her late husband, and Mrs. Smith had accepted him as a friend of her own. They had often assisted him when he was having financial trouble. Mr. Elliot married entirely for money, dismissing the honor of marriage to Elizabeth in favor of wealth and independence. Mrs. Smith often heard him say that if he could sell his baronetcy, anyone could have it for fifty pounds. She shows Anne a letter written by Mr. Elliot in which he promises to destroy Kellynch or sell it for as much money as he can get. After his marriage to a wealthy, but untitled woman, he encouraged Mr. Smith to live extravagantly and go into great debt. He brought the Smiths to financial ruin and refused to help them. Upon Mr. Smith's death, Mr. Elliot, the executor of his will, refused to act, thereby leaving all the debts and difficulties onto his grieving widow.
Mrs. Smith continues to tell Anne of Mr. Elliot's current plans, which she hears through the servants' gossip. Mr. Elliot, having long had all the money he could want, now desires beyond all else, to become baronet. When he heard that it was a distinct possibility that Sir Walter might remarry, he was outraged. If Sir Walter was to have a son with Mrs. Clay, that child and not Mr. Elliot, would be the rightful heir to Kellynch. Mr. Elliot traveled to Bath and rejoined the family in an effort to keep Mrs. Clay away from Sir Walter, and to protect his future baronetcy. When he met Anne, his motives doubled; he desires that it be written into their marriage contract that Sir Walter never re-marry.
Anne is saddened and upset by all this news about her cousin. She realizes what a cunning and manipulative man he actually is, but she is glad to have this information so that she can warn and protect her family. She decides to tell everything to Lady Russell as soon as possible.
That evening Mr. Elliot tries to flatter and entertain Anne, but to no avail. He finds she is not at all interested in him tonight. He announces that he is leaving Bath for a few days and will return on Saturday.
The next morning, Anne intends to go visit Lady Russell, but she is met by Charles and Mary Musgrove, surprise visitors. They are warmly welcomed. Mary brings the news that some of the Musgrove family has come to Bath: Mrs. Musgrove, Henrietta, Mary, Charles, and Captain Harville. Henrietta has come to shop for wedding clothes. It is settled that she will soon marry Charles Hayter. Anne remarks that it is wonderful to have such nice parents who care more about their child's happiness than propriety.