At the van der Luyden's formal and ostentatious Madison Avenue home, Archer and his mother relate the slight given to the Countess Olenska. The van der Luydens decide to stand by the Countess on principle: if her family has already decided to support her admittance into society, the rest of society must support their decision. To make amends, the van der Luydens decide to include the Countess at their reception for the Duke of St. Austrey.

In the course of the next week, before attending the reception for the Duke, Archer learns much about the past of the Countess Olenska. After the early deaths of her itinerant parents, Ellen was left under the guardianship of her aunt Medora Manson, an eccentric and frequently widowed woman. After the death of Medora's most recent husband, she packed up and left with Ellen in tow. For years nothing was heard of them, until news reached New York that Ellen had married the extremely wealthy Polish Count Olenski. A few years later, the marriage ended in disaster, and Ellen decided to return to her New York family to recuperate.

After learning of Ellen's history, Archer is curious to see how—if at all—she will adapt to New York society. At the Duke's reception, the Countess raises eyebrows by appearing late and somewhat disheveled. After dinner, she leaves the side of the Duke (with whom she is expected to converse) in order to talk with Archer. They discuss, primarily, his engagement to May. The Countess reveals her ignorance of New York social customs by asking Archer if the marriage was arranged. When Archer corrects her, she embarrassedly admits that she often forgets that what is bad in European culture is good, by contrast, in American culture. As the conversation is interrupted by the other guests, Countess Olenska bids Archer to call on her at her new home the next day.

Archer arrives late at the Countess's shabby, slightly bohemian flat that following day, only to find her away. He decides to wait in her living room until she returns. While he waits, he examines the room, which is artfully decorated with European bric-a-brac and exotic works of art. To Archer, who is used to the standardized Italian art appreciated by those in his class, the Countess's furnishings are novel and intriguing. Suddenly, from the window he sees the Countess descend from Beaufort's cab.

Inside the flat, Archer is interested by the Countess's novel, if slightly shocking, opinions on the fashions and the families of Old New York. She, in turn, looks to Archer for advice about fitting in to the New York clan. When he explains how misleading appearances are in New York, Ellen responds by bursting into tears. She remarks to Archer that the most lonely aspect of living in New York is that she is required to live around well-meaning people who insist that she pretend to be someone she is not in order to spare them any unpleasantness.

Their conversation is interrupted by the entrance of the Duke and Mrs. Lemuel Struthers. Archer leaves, somewhat relieved to be spared any more upsetting emotion. As he stops by the florist to send May her daily bouquet of lilies-of- the-valley, he decides impulsively to send a bouquet of yellow roses to Countess Olenska.