As they finish their meal, Stepan Arkadyevitch orders another bottle of champagne and tells Levin he should know that he has a rival for Kitty’s love, a man named Vronsky. Suddenly Levin’s hopefulness turns to anger and it shows in his unpleasant expression.

Vronsky is the son of a count and is one of the most commendable men among the “gilded youth” of St. Petersburg. Stepan Arkadyevitch met Vronsky once, a young man of great wealth, exceptional good looks, and powerful connections; in addition, the young man is personable, cultivated, and intelligent. Vronsky is a man who will “make his mark.” Levin scowls and says nothing as Stepan Arkadyevitch recalls that Vronsky came around shortly after Levin left and is clearly much in love with Kitty. Despite that, Stepan Arkadyevitch believes the odds are in Levin’s favor if he acts quickly.

Levin refuses anything more to drink and changes the subject by asking how things are going for Stepan Arkadyevitch, but the other man is not dissuaded. He advises Levin not to visit the Shtcherbatskys tonight but to go first thing in the morning and make his offer. Assiduously, Levin tries to move the conversation to other matters, wishing he had never begun this dialogue and lowered the loftiness of his feelings with talk of rivalries and counsel.

Now Stepan Arkadyevitch asks Levin for advice regarding his “fascination with another woman,” and Levin finds the concept of marital infidelity beyond his comprehension. The governess is a woman of good character, sweet and poor and lonely, and Stepan Arkadyevitch does not see a way to cast her off since she has sacrificed everything for him. Even if he does let her go to save his family, he asks Levin if he should not do something to make her situation softer and better. Levin says he has a great loathing for fallen women, for he has never seen “exquisite fallen beings” and does not think he ever will.

It is a simple matter for Levin to maintain such moral principles, but he does not have a wife who has gotten older while he has remained “full of life.” He has not learned that he can no longer love his wife, even though he has great respect for her—and then have love strike his heart. Stepan Arkadyevitch is weary with despair and asks what he is to do now. Levin smiles and simply says he should not commit the sin. Stepan Arkadyevitch’s tragedy is that one woman demands his love, which he cannot give, and the other woman sacrifices everything for him, asking nothing in return.

Levin does not believe this is a tragedy, for if a man is committed to both kinds of love, as outlined by Plato, he cannot fail to love. Stepan Arkadyevitch explains that Levin is “all of a piece,” that he lives only by what should be when life is full of “light and shadow.”

Both men are silent for a moment and realize that though they are friends they are isolated by their own affairs. Stepan Arkadyevitch responds by finding someone else to visit with. Levin mindlessly pays his half of the bill (which he would normally find exorbitant) and goes home to prepare for his visit to the Shtcherbatskys’ where his fate will be decided.