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In the Yosemite Valley Willie Keith and May Wynn watch a pyrotechnic show outside of their hotel. The lovers kiss and return to May's room, where they have sex for the first time. Willie retires to his room happily while May stays in her room, shivering and crying. The next morning, they initially avoid the issue of sex. Willie explains how he had to pay Queeg one hundred and fifty dollars for the lost liquor. May Wynn thinks Queeg is a tyrant. May says it was kind of Mrs. Keith to let them go off for the weekend when she had flown all the way out to see her son. May asks what Mrs. Keith thought of her. Mrs. Keith actually asked if May is a model or a showgirl, but Willie says his mother thought May beautiful. May and Willie spend the afternoon skiing.
May asks why Willie introduced her to his mother as Marie Minotti. The truth is that Willie is ashamed of May, but he lies and says he wanted to be honest. May says she sees nothing in a man like Willie. Only half jokingly, she says the events of their relationship trapped her, and she led one thing to lead to another. She is unhappy. Willie makes a joke and steers the conversation back towards small talk. That night, May ushers Willie out of her room without having sex with him or even kissing him.
The next morning at breakfast, Willie awkwardly asks May to marry him. May does not give him an answer, and the topic of marriage does not reemerge until the bus ride home to San Francisco. May says she does not want their marriage to be founded on pity or charity, and urges Willie to give it more thought. Inwardly, Willie agrees with May.
Lieutenant Maryk is stuck performing one of the Navy's most despised watches: duty officer on a dismantled ship in harbor. When he is finally relieved, Maryk wanders the streets of San Francisco, his boyhood home. He eats lunch with Keefer. The two officers head to Berkley, where Keefer has been invited to speak to a literary club. After the speech, they take two of the best-looking girls out for an expensive French dinner. Maryk checks in at eight and learns that the officers are wanted back at the ship immediately. Upon returning, Maryk learns that Gorton and Adams have received orders to report to other ships. Maryk has been made executive officer. Keefer is upset to learn that he has not received orders.
Mrs. Keith can tell that her son has changed. He is slimmer and gloomier, even since Mrs. Keith saw him last. Willie tells his mother the history of his romance with May. Mrs. Keith asks if Willie has proposed to her. He says yes. Mrs. Keith says that Mr. Keith was once very attracted to a beautiful girl of lower social status in his early twenties, and lived with her for three years. Mr. Keith's father talked him out of marrying the girl. She says that men feel obligated toward women they have slept with, and that women know that. Willie hates the idea that May Wynn manipulated him, but he sees some truth to it. Mrs. Keith convinces Willie to examine his true motivations for wanting to marry May Wynn and says he should at least wait until the war is over. If Willie is sure that he wants to marry May for love, than she has no problem with it. The next day Willie sees May to the airport, and they part with nothing settled.
Back on the Caine, Willie finds an old dispatch which says that the Caine's shore time was being cut. They were supposed to be underway for Pearl Harbor by December 29. Willie takes the dispatch to Maryk, who is shocked, and must call Queeg to inform him of the bad news. Queeg asks Maryk to carry out the orders. Maryk asks the captain how to handle the leave situation. Half of the crew is away and half the crew will not get any leave. Though the captain greatly opposes it, Maryk comes up with a plan to telegraph every sailor and allow one man to leave for every one that came back early. Stilwell enters the office with a telegram telling him that his mother is about to die. Stilwell asks for emergency leave and begs Maryk not to ask Queeg, knowing what his response will be. Willie privately tells Maryk that Stilwell is worried his wife is cheating. The two agree that the telegram was probably contrived. Despite this, Maryk issues Stilwell seventy-two hours of emergency leave.
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