 Mr. Brownlow realises they are not interested in Oliver's welfare, but only money, and throws them out, but recognizes the picture inside the locket as a picture of his niece, and realizes that Oliver is actually his grand-nephew.Nancy visits Mr. Brownlow, explains how she and Bill abducted Oliver, and remorsefully promises to deliver Oliver to him safely that night on London Bridge.She ponders again about Bill ("As Long as He Needs Me [Reprise]").