Though the trip to Box Hill is initially dull during the walk, Frank livens up when they all sit down. Frank and Emma flirt excessively, though in Emma’s mind it is all meaningless play. The rest of the party sits listlessly, so Frank gallantly orders the company to share their thoughts with Emma. Some are amused, others affronted. Frank then requests either one thing very clever, two things moderately clever, or three things very dull indeed.
Frank and Emma display a selfish disregard towards the company they are with, before which they flirt excessively and meaninglessly for their own entertainment. Indeed, they only turn to the others when Frank decides to create more entertainment involving them in his gallantry towards Emma.
When Miss Bates good-humoredly declares she will easily supply three dull things, Emma quips that she will have a great difficulty refraining from supplying only three. Miss Bates, hurt, blushes and murmurs to Mr. Knightley that she must be very annoying indeed or Emma would not have embarrassed her like that.
Emma also uses the comparably slow-witted Miss Bates as the butt of her joke, though it is an unkind one that clearly hurts the chatty spinster. However, Miss Bates herself generously attributes the blame to her own dullness, revealing her own good will.
Mr. Weston presents a riddle in praise of Emma, and Mrs. Elton and Mr. Elton huffily excuse themselves from the game. Frank observes that they are fortunate to have such a well-matched marriage, given that brief acquaintances before marriage do not often turn out well. Jane objects that such acquaintances only sour in the face of weak, irresolute characters. Frank playfully commissions Emma to choose a wife for him. Jane, Miss Bates, and Mr. Knightley also depart for a walk from the group.
Frank and Jane’s discussion about the fate of marriages between brief acquaintances made in public places possesses a subtext, which refers to the many difficulties arising in their own relationship. Though marriage is such a central force in their society, it becomes clear that it is not always easy to either choose or keep a good mate, which requires resolution.
As the outing ends, Mr. Knightley quietly reprimands Emma for her insolent and insensitive behavior to Miss Bates. When she tries to laugh it off, he insists that it is wrong of the privileged Emma to use her wit against a poor, helpless spinster: she sets a cruel example for others to follow. Emma is deeply distressed, mortified, and angry with herself. She weeps the entire way home.
Mr. Knightley again reveals the depth of his friendship, as he persists in correcting Emma in spite of his belief that she resents his advice. He reminds her that Miss Bates’s poverty and social situation demand compassion from the privileged Emma. Emma’s distress and receptivity towards his criticism also reveals that she is changing, humbled and repentant.