 The film opens by cutting back and forth between scenes of a naval ship carrying Admiral Croft ( John Woodvine ) , and a buggy carrying Mr. Shepherd ( David Collings ) and his daughter Mrs. Clay ( Felicity Dean ) to Kellynch Hall . Shepherd and Clay are accosted by creditors due to the debts owed by the residence 's owner , Sir Walter Elliot ( Corin Redgrave ) , while Croft discusses the end of the Napoleonic Wars with fellow men of the navy . Sir Walter , a vain foppish baronet , is faced with financial ruin unless he retrenches . Though Sir Walter initially opposes the idea , he eventually agrees to temporarily move to Bath while the hall is let ; the idea came from Shepherd , family friend Lady Russell ( Susan Fleetwood ) , and Sir Walter 's second eldest daughter , the intelligent Anne ( Amanda Root ) . 
