Ksenia tries to talk to Peter. But he is tired of the assurances of love, Peter is irritated and does not intend to discuss this topic anymore. After leaving Ksenia, Peter goes to Olga and offers her to become his mistress. Czartoryski, taking advantage of Elizabeth's weakness and hesitation, shows perseverance. Elizabeth tells Adam that she can't change Alexandra. Alexander is waiting for a decision from Olga. Olga tries to talk to her husband, but Mongo is busy with ambitious thoughts - he is nurturing another project of reforms.