Meanwhile, Bessy Higgins dies and Thornton stops coming for lessons from Mr. Hale. As a distraction for Mrs. Hale and for herself, Margaret visits the Great Exhibition with her Aunt Shaw (Jane Booker), her cousin Edith and Edith's husband. Margaret meets Thornton at the exhibition, where he is discussing the machinery with a group of gentlemen, all of whom are listening with great respect and admiration for his simple good sense. Margaret is embarrassed to meet Thornton so soon after her rejection but defends him when Henry Lennox, who is also attending the exhibition, tries to belittle him for being in trade. As Margaret observes them together, Henry's sophistication and reliance on fashionable wit and sarcasm compares unfavourably with Thornton's honesty.