Margaret and Clara are invited to have tea at the Naccarelli home. Giuseppe's wife, Franca, takes Clara on a tour of the apartment, and alone in a separate room, she warns Clara about how quickly love can stale in marriage ("The Joy You Feel"). Though the Naccarellis are universally impressed with Clara, Margaret tries without success to share her deep reservations. When she looks in Fabrizio's eyes and sees the love there, she cannot bring herself to disappoint him, as much as she feels she must; for there is something about Clara that none of these people know. Clara secretly makes plans to meet Fabrizio at midnight near the hotel.