The Caine departs San Francisco minus twenty-five members of the crew, who elected to risk court martial rather than return for another tour with Captain Queeg. Willie has been promoted to Communications Officer, and Keefer has been moved to Gunnery Officer. Willie takes his first turn as Officer of the Deck with renewed spirit and conducts the watch flawlessly. Several sailors saw Willie with May on shore leave, and Willie relishes his reputation as the ship's ladies man. Two new ensigns join the Caine, Jorgensen and Ducely. Ducely is from a rich family and was not supposed to be assigned to a ship at sea. Willie begins training him in communications . Like Willie once thought, Ducely thinks he will be no good with communications. Also like Willie, Ducely sleeps in the clip shack.
Part of Willie's new job is opening and logging official mail. Willie discovers that the Caine will be sailing to the Kwajalein Atoll and helping to establish bases there. He reports this to Queeg, who asks him to keep it a secret. Willie revamps the entire mail department, reverting the logging system to the Navy standard method. Captain Queeg becomes increasingly reclusive and testy. He spends his time in his revamped cabin eating ice cream, napping, or staring at the ceiling. When he does come out, he aggressively disciplines the crew. One day, he finds a cigarette butt on the deck and demands that the deck be spotlessly clean at all times. The next morning he finds another butt and cancels all liberties for the crew. The crew responds to Queeg's demands by creating a "circle of compliance" for the captain to exist within. They keep the areas that Queeg frequently visits completely clean, and maintain perfect discipline and appearance when he is out of his room. Outside the circle, the Caine is just as bad, if not worse, than it had been under De Vriess.
The crew knows from the navigation crew that they are close to the Marshall islands, and the mood becomes grim. Willie is excited to finally be part of the war. At 3:30, he is awakened by the alarm calling for general stations and takes over the watch from Harding. Willie sees flashes on the beech and hears the dull thuds of explosions. The Caine is to help a group of landing vehicles navigate to the beach. Queeg emerges from his cabin and walks into the bridge, hunching as if to avoid stray bullets. He orders Willie to make his way towards their attack group and then deserts the bridge.
They come up on the attack boats, and Maryk has to take command because Queeg does not return to the bridge in time. Maryk commands the boat to stop in order to avoid ramming other ships. Queeg finds out and gives Maryk the conn for the duration of the operation. Then he disappears again. Maryk pilots the ship toward the beach ahead of the amphibious craft. Queeg returns to the bridge and sees signal flashes from the boats asking them to slow down. Queeg denies the request, leaving the boats sloshing in his wake. The navigator calls their distance at fifteen hundred yards to the departure point. Ruffled, Queeg exclaims, "You're crazy," declares that the navigator had read their position incorrectly.
The talk in the wardroom is harshly critical of Queeg. Keefer thinks that the captain purposely misread the alidade so they would not have to go any closer to shore. He points out that the cowardly Queeg crouched behind bulkheads at all times would not go on the shore side of the ship. Maryk, as executive officer, does his best silence the disloyal talk, but is overwhelmed by Keefer. Keefer asks Willie to confirm that Queeg had avoided the shore side of the ship at all times. Willie realizes that this is true, but does not commit to Keefer's side.
The next day, Willie sees the shelling of the atoll's major stronghold, Roi- Namur, by the Northern Attack Force. He is mesmerized. Through binoculars, he watches marines swarming the beach beech; some disappear. He manages to listen to a man die on the ship's short wave radio. As he pours chocolate over his ice cream, Willie feels the weighty contrast between the comfort of the ship and the hell on the beach. Keefer says, "War is a business in which a lot of people watch a few people get killed and are damn glad it wasn't them."